Date: 17 September 2007 Anthony Macciola Chino, CA 91710 Dear Anthony Amendment to Service agreement
Exhibit 10.10
Date: 17 September 2007
Xxxxxxx Xxxxxxxx
0000 Xxxxxx Xxxxx
Xxxxx, XX 00000
Dear Xxxxxxx
Amendment to Service agreement
This amendment should be read in conjunction with the offer of employment, dated 15 February 2002, which set out the terms of your employment with Kofax Image Products, Inc.
| 1. | Effective Date / Notice |
This amendment is deemed to take effect on 1 July 2007.
| 2. | Remuneration |
You shall be paid for your services under this Agreement:
| 2.1 | a salary at the rate of USD 213,000 per annum (or at such higher rate as may from time to time be agreed in writing) payable in arrears bimonthly (i.e. 24 equal installments). Your remuneration shall be subject to such withholding or deductions as are required by law to be made; and |
| 2.2 | a bonus according annex 1. Target bonus for FY08 for on target performance is USD 106,500. |
For the avoidance of doubt, the terms of the remuneration package set out in 2 above, shall be effective from the financial year commencing on 1 July 2007 and will replace all previous bonus schemes to which you are or have previously been entitled.
All other terms and conditions remain unchanged.
I would be grateful if you would confirm your acceptance of this amendment of the terms and conditions of your employment as set out in this letter.
| Yours sincerely | ||||
| /s/ Chief Operating Officer |
||||
| Chief Operating Officer | ||||
| DICOM Group | ||||
| I, Xxxxxxx Xxxxxxxx, confirm my acceptance of this amendment. | ||||
| /s/ Xxxxxxx Xxxxxxxx |
10-10-07 | |||
| Xxxxxxx Xxxxxxxx | Date | |||
| DICOM Group plc Senior executive bonus scheme |
Annex 1 | |||
| Name: Period: |
Xxxxxxx Xxxxxxxx Financial year 2008 |
|||
Bonus calculation
| Targets |
Adj. OP | Revenue | MBO’s | Total | ||||||||||||||||
| Target bonus (USD) |
47’925 | 47’925 | 10’650 | 106’500 | ||||||||||||||||
| Business target (GBP/’000 / %) |
17’078 | 91’847 | 100 | % | ||||||||||||||||
| Cut-off |
80 | % | 80 | % | 0 | % | ||||||||||||||
| Accelerator |
900 | % | 900 | % | ||||||||||||||||
| Cap (USD) |
— | — | 10’650 | |||||||||||||||||
| Achieved target |
17’078 | 91’847 | 100 | % | ||||||||||||||||
| Calculated boni: |
||||||||||||||||||||
| Bonus to be payed |
47’925 | 47’925 | 10’650 | 106’500 | ||||||||||||||||
| % bonus payed at cut-off |
0 | % | 0 | % | 0 | % | ||||||||||||||
| Bonus for making cut-off |
— | — | — | (Bonus, part 1 | ) | |||||||||||||||
| % of cut-off to business target achieved |
100 | % | 100 | % | 100 | % | ||||||||||||||
| Bonus for cut-off to 100% of target |
47’925 | 47’925 | 10’650 | (Bonus, part 2 | ) | |||||||||||||||
| % Target achieved above target |
0 | % | 0 | % | 0 | % | ||||||||||||||
| Accelerated bonus (above target) |
— | — | — | (Bonus, part 3 | ) | |||||||||||||||
The bonus calculation above is split into 3 parts:
| 1. | the bonus for making the cut-off point, |
| 2. | the bonus for achievement from the cut-off point to 100% of the business target, and |
| 3. | the bonus for achievement above the business target, |
The bonus to be payed is the sum of these 3 results.
Date: 24 August 2005
Xxxxxxx Xxxxxxxx
0000 Xxxxxx Xxxxx
Xxxxx, XX 00000
Dear Xxxxxxx
Amendment to Service agreement
This amendment should be read in conjunction with the offer of employment, dated 15 February 2002, which set out the terms of your employment with Kofax Image Products, Inc.
| 1. | Effective Date / Notice |
This amendment is deemed to take effect on 1 July 2005. The terms of the appointment shall continue until terminated by either party giving to the other not less than 6 months’ written notice of termination.
| 2. | Remuneration |
You shall be paid for your services under this Agreement:
| 2.1 | a salary at the rate of USD 205,000 per annum (or at such higher rate as may from time to time be agreed in writing) payable in arrears by equal biweekly installments. Your remuneration shall be subject to such withholding or deductions as are required by law to be made; and |
| 2.2 | a bonus according annex 1. Target bonus for FY06 for on target performance is USD 70,000. |
For the avoidance of doubt, the terms of the remuneration package set out in 2 above, shall be effective from the financial year commencing on 1 July 2005 and will replace all previous bonus schemes to which you are or have previously been entitled.
| 3. | Company car |
You will be entitled to a car allowance of USD 500/month.
All other terms and conditions remain unchanged.
I would be grateful if you would confirm your acceptance of this amendment of the terms and conditions of your employment as set out in this letter.
| Yours sincerely | ||||
| /s/ Chief Operating Officer |
||||
| Chief Operating Officer | ||||
| DICOM Group | ||||
| I, Xxxxxxx Xxxxxxxx, confirm my acceptance of this amendment. | ||||
| /s/ Xxxxxxx Xxxxxxxx |
9-8-05 | |||
| Xxxxxxx Xxxxxxxx | Date | |||
Date: 24 August 2006
Xxxxxxx Xxxxxxxx
0000 Xxxxxx Xxxxx
Xxxxx, XX 00000
Dear Xxxxxxx
Amendment to Service agreement
This amendment should be read in conjunction with the offer of employment, dated 15 February 2002, which set out the terms of your employment with Kofax Image Products, Inc.
| 1. | Effective Date / Notice |
This amendment is deemed to take effect on 1 July 2006. The terms of the appointment shall continue until terminated by either party giving to the other not less than 12 months’ written notice of termination.
| 2. | Remuneration |
You shall be paid for your services under this Agreement:
| 2.1 | a salary at the rate of USD 213,000 per annum (or at such higher rate as may from time to time be agreed in writing) payable in arrears bimonthly (i.e. 24 equal installments). Your remuneration shall be subject to such withholding or deductions as are required by law to be made; and |
| 2.2 | a bonus according annex 1. Target bonus for FY07 for on target performance is USD 95,000. |
For the avoidance of doubt, the terms of the remuneration package set out in 2 above, shall be effective from the financial year commencing on 1 July 2006 and will replace all previous bonus schemes to which you are or have previously been entitled.
| 3. | Company car |
You will be entitled to a car allowance of USD 1,080/month.
All other terms and conditions remain unchanged.
I would be grateful if you would confirm your acceptance of this amendment of the terms and conditions of your employment as set out in this letter.
| Yours sincerely
/s/ Chief Operating Officer |
||||
| Chief Operating Officer | ||||
| DICOM Group | ||||
| I, Xxxxxxx Xxxxxxxx, confirm my acceptance of this amendment. | ||||
| /s/ Xxxxxxx Xxxxxxxx |
9-21-06 | |||
| Xxxxxxx Xxxxxxxx | Date | |||
| DICOM Group plc | ||||
| Senior executive bonus scheme | Annex 1 | |||
| Name: | Xxxxxxx Xxxxxxxx | |||
| Period: | Financial year 2007 | |||
Bonus calculation
| Targets |
EPS | Revenue | MBO’s | GAGR EPS | Total | |||||||||||||||||||
| Target bonus (USD) |
38’000 | 28’500 | 19’000 | 9’500 | 95’000 | |||||||||||||||||||
| Business target (p/’000 GBP/%/%) |
14.7 | 97’807 | 100 | % | 15.0 | % | ||||||||||||||||||
| Cut-off |
80 | % | 80 | % | 0 | % | 100 | % | ||||||||||||||||
| Accelerator |
804 | % | 4662 | % | ||||||||||||||||||||
| Cap (USD) |
— | — | 19’000 | 19’000 | ||||||||||||||||||||
| Achieved target |
14.7 | 97’807 | 100 | % | 15.0 | % | ||||||||||||||||||
| Calculated boni: |
||||||||||||||||||||||||
| Bonus to be payed |
38’000 | 28’500 | 19’000 | 9’500 | 95’000 | |||||||||||||||||||
| % bonus payed at cut-off |
0 | % | 0 | % | 0 | % | 0 | % | ||||||||||||||||
| Bonus for making cut-off |
— | — | — | — | (Bonus, part 1 | ) | ||||||||||||||||||
| % of cut-off to business target achieved |
100 | % | 100 | % | 100 | % | 100 | % | ||||||||||||||||
| Bonus for cut-off to 100% of target |
38’000 | 28’500 | 19’000 | 9’500 | (Bonus, part 2 | ) | ||||||||||||||||||
| % Target achieved above target |
0 | % | 0 | % | 0 | % | 0 | % | ||||||||||||||||
| Accelerated bonus (above target) |
— | — | — | — | (Bonus, part 3 | ) | ||||||||||||||||||
The bonus calculation above is split into 3 parts:
| 1. | the bonus for making the cut-off point, |
| 2. | the bonus for achievement from the cut-off point to 100% of the business target, and |
| 3. | the bonus for achievement above the business target. |
The bonus to be payed is the sum of these 3 results.
In case adjusted, diluted EPS target is not met, total Annual bonus can not exceed 100% of Total Target bonus
Date: 24 August 2005
Xxxxxxx Xxxxxxxx
0000 Xxxxxx Xxxxx
Xxxxx, XX 00000
Dear Xxxxxxx
Amendment to Service agreement
This amendment should be read in conjunction with the offer of employment, dated 15 February 2002, which set out the terms of your employment with Kofax Image Products, Inc.
| 1. | Effective Date / Notice |
This amendment is deemed to take effect on 1 July 2005. The terms of the appointment shall continue until terminated by either party giving to the other not less than 6 months' written notice of termination.
| 2. | Remuneration |
You shall be paid for your services under this Agreement:
| 2.1 | a salary at the rate of USD 205,000 per annum (or at such higher rate as may from time to time be agreed in writing) payable in arrears by equal biweekly installments. Your remuneration shall be subject to such withholding or deductions as are required by law to be made; and |
| 2.2 | a bonus according annex 1. Target bonus for FY06 for on target performance is USD 70,000. |
For the avoidance of doubt, the terms of the remuneration package set out in 2 above, shall be effective from the financial year commencing on 1 July 2005 and will replace all previous bonus schemes to which you are or have previously been entitled.
| 3. | Company car |
You will be entitled to a car allowance of USD 500/month.
All other terms and conditions remain unchanged.
I would be grateful if you would confirm your acceptance of this amendment of the terms and conditions of your employment as set out in this letter.
| Yours sincerely | ||||
| /s/ Chief Operating Officer |
||||
| Chief Operating Officer | ||||
| DICOM Group
I, Xxxxxxx Xxxxxxxx, confirm my acceptance of this amendment. | ||||
| /s/ Xxxxxxx Xxxxxxxx |
9-8-05 | |||
| Xxxxxxx Xxxxxxxx | Date | |||
| DICOM Group plc | ||||
| Senior executive bonus scheme | Annex 1 | |||
| Name: | Xxxxxxx Xxxxxxxx | |||
| Period: | Financial year 2006 | |||
Bonus calculation
| Targets |
EPS | Cash flow | MBO’s | GAGR EPS | Total | |||||||||||||||||||
| Target bonus (CHF) |
28’000 | 14’000 | 21’000 | 7’000 | 70’000 | |||||||||||||||||||
| Business target (p/GBP/%) |
61.2 | 16’398 | 100 | % | 15.0 | % | ||||||||||||||||||
| Cut-off |
80 | % | 80 | % | 0 | % | 100 | % | ||||||||||||||||
| Accelerator |
1038 | % | 395 | % | ||||||||||||||||||||
| Cap (CHF) |
— | — | 21’000 | 7’000 | ||||||||||||||||||||
| Achieved target |
61.2 | 16’398 | 100 | % | 15.0 | % | ||||||||||||||||||
| Calculated boni: |
||||||||||||||||||||||||
| Bonus to be payed |
28’000 | 14’000 | 21’000 | 7’000 | 70’000 | |||||||||||||||||||
| % bonus payed at cut-off |
0 | % | 0 | % | 0 | % | 0 | % | ||||||||||||||||
| Bonus for making cut-off |
— | — | — | — | (Bonus, part 1 | ) | ||||||||||||||||||
| % of cut-off to business target achieved |
100 | % | 100 | % | 100 | % | 100 | % | ||||||||||||||||
| Bonus for cut-off to 100% of target |
28’000 | 14’000 | 21’000 | 7’000 | (Bonus, part 2 | ) | ||||||||||||||||||
| % Target achieved above target |
0 | % | 0 | % | 0 | % | 0 | % | ||||||||||||||||
| Accelerated bonus (above target) |
— | — | — | — | (Bonus, part 3 | ) | ||||||||||||||||||
The bonus calculation above is split into 3 parts:
| 1. | the bonus for making the cut-off point, |
| 2. | the bonus for achievement from the cut-off point to 100% of the business target, and |
| 3. | the bonus for achievement above the business target. |
The bonus to be payed is the sum of these 3 results.
|
KOFAX IMAGE PRODUCTS | |||
| 00000 XXXXXX XXXXXX | ||||
| XXXXXX, XX 00000-0000 | ||||
| PHONE: 000-000-0000 | ||||
| FAX: 000-000-0000 | ||||
| xxxx://xxx.xxxxx.xxx | ||||
February 15, 2002
Xxxxxxx Xxxxxxxx
0000 Xxxxxx Xxxxx
Xxxxx, XX 00000
Dear Xxxxxxx:
It is a pleasure to extend to you our offer of employment with Kofax Image Products as Vice President, Marketing reporting to the President of Kofax. Your monthly salary will be $14,584.00 together with insurance benefits that are made generally available to employees of the Company. In addition to your base salary, you will be a participant in the executive bonus plan and will have the opportunity to earn up to an additional $20,000 per fiscal year. You will receive a pro-rated bonus at the end of FY02 and then be eligible for the entire bonus at the conclusion of FY03. Your compensation package will be up for review on July 1, 2003.
In the event you should elect to join the Company, the Company would grant you an option to purchase up to 30,000 shares of common stock, subject to approval of the DICOM Board of Directors. This stock would vest over a four-year period at the rate of 25% of the shares on the anniversary date of your employ as a regular employee and then on a quarterly basis thereafter (6.25% per quarter), provided you continue to be an employee. The option price of the common stock will be the fair market value on the date of your employment.
As a former employee of Kofax, you will receive credit for your prior service, less the number of months that you were gone for Company seniority and vacation accrual purposes. Based on an anticipated hire date of April 8, 2002, you would return to Kofax with 8 years and 5 months of prior service.
In order to comply with the Immigration Act requirements, we must ask that you bring with you on your first day of employment, one document from list A on the attached I-9 form or two documents, one from list B and one from list C. You will also be asked to sign a NonDisclosure agreement that is requested of all employees.
Offer – X. Xxxxxxxx
February 15, 2002
Page 2 of 2
To indicate your acceptance of this offer and agreement to these terms, please sign the copy of this letter and return it to my attention by February 20, 2002. The original is for your records. Your signature on this letter does not bind you to purchase common stock in the Company, exercising your stock options is entirely at your discretion.
Xxxxxxx, we are very happy that you will be returning to Kofax and look forward to working with you again. If you have any questions or comments, please feel free to call.
Kind regards,
| /s/ Xxxxx Xxxxxx | ||||||
| Xxxxx Xxxxxx | ||||||
| Director, Human Resources | ||||||
| THE ABOVE IS ACCEPTABLE TO THE UNDERSIGNED: | ||||||
| /s/ Xxxxxxx Xxxxxxxx |
4/22/02 |
|||||
| Xxxxxxx Xxxxxxxx | Start Date |
| ||||
|
KOFAX IMAGE PRODUCTS | |||
|
00000 XXXXXX XXXXXX XX.
XXXXXX, XX 00000-0000
PHONE: 000-000-0000
FAX: 000-000-0000
xxxx://xxx.xxxxx.xxx |
February 15, 2002
Xxxxxxx Xxxxxxxx
0000 Xxxxxx Xxxxx
Xxxxx, XX 00000
Dear Xxxxxxx:
It is a pleasure to extend to you our offer of employment with Kofax Image Products as Vice President, Marketing reporting to the President of Kofax. Your monthly salary will be $14,584.00 together with insurance benefits that are made generally available to employees of the Company. In addition to your base salary, you will be a participant in the executive bonus plan and will have the opportunity to earn up to an additional $20,000 per fiscal year. You will receive a pro-rated bonus at the end of FY02 and then be eligible for the entire bonus at the conclusion of FY03. Your compensation package will be up for review on July 1, 2003.
In the event you should elect to join the Company, the Company would grant you an option to purchase up to 30,000 shares of common stock, subject to approval of the DICOM Board of Directors. This stock would vest over a four-year period at the rate of 25% of the shares on the anniversary date of your employ as a regular employee and then on a quarterly basis thereafter (6.25% per quarter), provided you continue to be an employee. The option price of the common stock will be the fair market value on the date of your employment.
As a former employee of Kofax, you will receive credit for your prior service, less the number of months that you were gone for Company seniority and vacation accrual purposes. Based on an anticipated hire date of April 8, 2002, you would return to Kofax with 8 years and 5 months of prior service.
In order to comply with the Immigration Act requirements, we must ask that you bring with you on your first day of employment, one document from list A on the attached I-9 form or two documents, one from list B and one from list C. You will also be asked to sign a Non-Disclosure agreement that is requested of all employees.
Offer – X. Xxxxxxxx
February 15, 2002
Page 2 of 2
To indicate your acceptance of this offer and agreement to these terms, please sign the copy of this letter and return it to my attention by February 20, 2002. The original is for your records. Your signature on this letter does not bind you to purchase common stock in the Company, exercising your stock options is entirely at your discretion.
Xxxxxxx, we are very happy that you will be returning to Kofax and look forward to working with you again. If you have any questions or comments, please feel free to call.
Kind regards,
| /s/ Xxxxx Xxxxxx | ||||
| Xxxxx Xxxxxx | ||||
| Director, Human Resources | ||||
| THE ABOVE IS ACCEPTABLE TO THE UNDERSIGNED: | ||||
|
|
| |||
| Xxxxxxx Xxxxxxxx | Start Date | |||
|
|
KOFAX IMAGE PRODUCTS | |||
|
00000 XXXXXX XXXXXX
XXXXXX, XX 00000-0000
PHONE: 000-000-0000
FAX: 000-000-0000
xxxx://xxx.xxxxx.xxx |
February 15, 2002
Xxxxxxx Xxxxxxxx
0000 Xxxxxx Xxxxx
Xxxxx, XX 00000
Dear Xxxxxxx:
It is a pleasure to extend to you our offer of employment with Kofax Image Products as Vice President, Marketing reporting to the President of Kofax. Your monthly salary will be $14,584.00 together with insurance benefits that are made generally available to employees of the Company. In addition to your base salary, you will be a participant in the executive bonus plan and will have the opportunity to earn up to an additional $20,000 per fiscal year. You will receive a pro-rated bonus at the end of FY02 and then be eligible for the entire bonus at the conclusion of FY03. Your compensation package will be up for review on July 1, 2003.
In the event you should elect to join the Company, the Company would grant you an option to purchase up to 30,000 shares of common stock, subject to approval of the DICOM Board of Directors. This stock would vest over a four-year period at the rate of 25% of the shares on the anniversary date of your employ as a regular employee and then on a quarterly basis thereafter (6.25% per quarter), provided you continue to be an employee. The option price of the common stock will be the fair market value on the date of your employment.
As a former employee of Kofax, you will receive credit for your prior service, less the number of months that you were gone for Company seniority and vacation accrual purposes. Based on an anticipated hire date of April 8, 2002, you would return to Kofax with 8 years and 5 months of prior service.
In order to comply with the Immigration Act requirements, we must ask that you bring with you on your first day of employment, one document from list A on the attached I-9 form or two documents, one from list B and one from list C. You will also be asked to sign a NonDisclosure agreement that is requested of all employees.
