Retention Bonus Sample Contracts

Kmg Chemicals, Inc. Key Employee Retention Bonus Plan (As Effective November 13, 2018) (November 15th, 2018)
Histogenics Corporation Executive Officer Retention Bonus Plan (October 2nd, 2018)
Flexsteel Industries, Inc. – To: FROM: DATE: SUBJECT: Retention Bonus (September 26th, 2018)

In appreciation for your continuing contributions to Flexsteel Industries, Inc, the Company is offering you a retention bonus through this Bonus Agreement.

Fluidigm Corp. – September 20, 2018 <<Last_Name>>, <<First_Name>> C/O Fluidigm Corporation Re: Retention Bonus Exchange for RSUs Election Dear <<First_Name>>, (September 20th, 2018)

On [_________], 2017, we offered you a retention incentive to continue your employment with Fluidigm Corporation (the "Company"). You are receiving this letter because you are eligible to exchange all or a portion of your cash retention incentive for restricted stock units (RSUs) as described below.

Keryx Biopharmaceuticals, Inc. – Keryx Biopharmaceuticals, Inc. Retention Bonus Award Agreement (August 9th, 2018)

This Retention Bonus Award Agreement (this "Agreement") is made and entered into on May 1, 2018 (the "Effective Date"), between Keryx Biopharmaceuticals, Inc. (the "Company") and Christine Carberry ("Employee").

Keryx Biopharmaceuticals, Inc. – Keryx Biopharmaceuticals, Inc. Retention Bonus Award Agreement (August 9th, 2018)

This Retention Bonus Award Agreement (this "Agreement") is made and entered into on May 1, 2018 (the "Effective Date"), between Keryx Biopharmaceuticals, Inc. (the "Company") and Scott Holmes ("Employee").

Keryx Biopharmaceuticals, Inc. – Keryx Biopharmaceuticals, Inc. Retention Bonus Award Agreement (August 9th, 2018)

This Retention Bonus Award Agreement (this "Agreement") is made and entered into on May 1, 2018 (the "Effective Date"), between Keryx Biopharmaceuticals, Inc. (the "Company") and John F. Neylan, M.D. ("Employee").

Hercules Technology Growth Capital, Inc. – Cash Retention Bonus Award Agreement (May 3rd, 2018)

The undersigned (i) acknowledges receipt of an award (the "Award") of a cash retention bonus opportunity (the "Cash Retention Bonus") from Hercules Capital, Inc. (the "Company"), subject to the terms set forth below; and (ii) agrees with the Company as follows:

December 19, 2016 Karen Thornton VP Human Resources Hand Delivered Re: Updated Retention Bonus Offer Dear Karen, (March 9th, 2018)

On August 5, 2015, you received a letter awarding you a retention bonus in recognition of your contributions and your support of our cost containment initiatives during the oil and gas economic downturn. To this day, the downturn continues; noted as one of the most severe in our industrys history.

March 28, 2017 Charles Chip Schneider Dear Chip: It Is With Pleasure That I Extend to You a Retention Bonus in the Amount of One Times of Your Current Base Pay of $325,000.00 to Be Paid in Two Equal Installments. You Will Receive the Payments Based on the Following Payment Schedule to Be Paid Not Later Than the Dates Listed. (March 6th, 2018)

This offering is in recognition and appreciation of your continued focus on driving overall success; as well as to recognize your efforts in the expanded role and the additional responsibilities that you have taken over since joining RigNet. I appreciate your hard work and dedication to the company.

Qep Resources – February 26, 2018 [NAME] Re: Executive Retention Bonus Dear [NAME]: (February 28th, 2018)

This "Retention Bonus Letter" confirms the agreement between you (the "Participant") and QEP Resources, Inc. (the "Company") regarding a retention bonus award opportunity that is being offered to you. This Retention Bonus Letter offers you a supplemental benefit that is in addition to the Severance Benefits (as defined in the Participation Letter) that may become payable to you pursuant to that certain Participation Letter dated as of February 26, 2018 and entered into between you and the Company (the "Participation Letter").

Explanatory Note: The Terms of Mr. Norris's Departure From FMC Corporation (The "Company") as Set Forth in the Below Letter Were Subsequently Modified Based Upon Discussions With Company Management, as Follows. The Company Waived the Condition That Mr. Norris Commence Employment With DuPont Following the Closing of the Company's Divestiture of Its Health and Nutrition Business to DuPont in Order to Receive His Cash Retention Bonus and 2017 Annual Incentive Plan Cash Payment. And All FMC Stock Options Held by Mr. Norris Were Either Exercised or Canceled on or Before December 31, 2017. (February 28th, 2018)

As you are aware, FMC recently announced the divestiture of Health and Nutrition business. You play a critical role in ensuring a successful divestiture to DuPont. Outlined below are the terms of this retention letter to allow you to focus on business operations, yet at the same time address the concerns you may have for your own financial and professional career well-being.

La Quinta Holdings Inc. – La Quinta Holdings Inc. Project Longhorn Retention Bonus Plan (February 2nd, 2018)

La Quinta Holdings Inc. (the Company) has adopted the La Quinta Holdings Inc. Project Longhorn Retention Bonus Plan (the Plan) for the benefit of certain employees of the Company and its subsidiaries (hereinafter referred to as the Company Group), on the terms and conditions hereinafter stated, effective as of the Effective Date. The purpose of the Plan is to acknowledge the potential disruption that may be caused to employees of the Company Group as a result of the Companys undertaking of Project Longhorn, and in light thereof, provide the Company with the means to provide a retention incentive for select employees who are determined to be critical to the Companys continued success and whose retention is necessary to sustain the value of the Companys business.

Gyrodyne, LLC – Amendment Number 2 to the Gyrodyne Llc Retention Bonus Plan (January 31st, 2018)

WHEREAS, Gyrodyne Company of America, Inc. ("Gyrodyne Company") established the Gyrodyne Company of America, Inc. Retention Bonus Plan (the "Retention Bonus Plan" or the "Plan"), effective as of May 30, 2014, the date it was approved by the Board of Directors of Gyrodyne Company (the "Board"); and

Hanover Capital Mortgage Holdings, Inc. – Re: Key Employee Retention Bonus Dear Fred: (November 9th, 2017)

In recognition of your continuing key role at Walter Investment Management Corp. (the "Company"), the Compensation and Human Resources Committee of the Board of Directors (the "Committee") has determined that you shall be eligible to earn a retention bonus upon the terms and conditions set forth in this letter agreement (this "Agreement"). Please refer to Appendix A for certain defined terms used herein.

Hanover Capital Mortgage Holdings, Inc. – Re: Key Employee Retention Bonus Dear Tony: (November 9th, 2017)

In recognition of your continuing key role at Walter Investment Management Corp. (the "Company"), the Compensation and Human Resources Committee of the Board of Directors (the "Committee") has determined that you shall be eligible to earn a retention bonus upon the terms and conditions set forth in this letter agreement (this "Agreement"). This Agreement is also in consideration of the renewal of your Employment Agreement with the Company, dated as of August 8, 2016, for an additional one-year term through September 12, 2018, by operation of the terms thereof. Please refer to Appendix A for certain defined terms used herein.

Hanover Capital Mortgage Holdings, Inc. – Re: Key Employee Retention Bonus Dear Jeff: (November 9th, 2017)

In recognition of your continuing key role at Walter Investment Management Corp. (the "Company"), the Compensation and Human Resources Committee of the Board of Directors (the "Committee") has determined that you shall be eligible to earn a retention bonus upon the terms and conditions set forth in this letter agreement (this "Agreement"). Please refer to Appendix A for certain defined terms used herein.

Inotek Pharmaceuticals – Re:Retention Bonus Opportunity (November 8th, 2017)

At this time, Inotek Pharmaceuticals Corporation (the "Company") considers it essential to the best interests of its stockholders to promote and preserve the employment of certain employees (the "Specified Employees"). You are a Specified Employee and, therefore, the Company's Board of Directors (the "Board") has determined that appropriate steps should be taken to reinforce and encourage your continued attention and dedication to your duties and responsibilities during this important period. Accordingly, the Company is pleased to offer you the opportunity to receive a one-time Retention Bonus Amount, subject to the terms and conditions set forth below:

Bellicum Pharmaceuticals, Inc – 3838 N. Braeswood, Unit 337 Houston, Texas 77025 Re: Retention Bonus (November 7th, 2017)

one-time lump sum cash bonus equivalent to six months of your current base salary ($192,500.00), less required withholdings, as set forth below (the "Service Date Bonus"). You may accept this proposal by signing in the space provided below and returning the signed letter to me. This letter agreement will be effective on the date you sign below where indicated.

August 8, 2017 Re: Key Employee Retention Bonus Dear Darren: (October 2nd, 2017)

As you are already aware, bebe stores, Inc. ("bebe" or "Company") is conducting a reduction in force at its corporate office as a result of its decision to close its brick-and-mortar store locations nationwide. bebe would like to retain you as an employee until December 29, 2017 (the "End Date") or earlier. To encourage you to stay through that date, bebe is offering you the retention bonus described below. To participate, you must sign this letter at the bottom and return it to Christian Giorgi, Director, Total Rewards, bebe stores, Inc. no later than Aug. 18, 2017 and fully comply with its terms.

June 28, 2017 Re: Key Employee Retention Bonus Dear Walter: (October 2nd, 2017)

As you are already aware, bebe stores, Inc. ("bebe" or "Company") is conducting a reduction in force at its corporate office as a result of its decision to close its brick-and-mortar store locations nationwide. While bebe will be terminating many employees on or before May 26, 2017, bebe would like to retain you as an employee until September 29, 2017 (the "End Date") or earlier. To encourage you to stay through that date, bebe is offering you the retention bonus described below. To participate, you must sign this letter at the bottom and return it to Christian Giorgi, Director, Total Rewards, bebe stores, Inc. no later than July 5, 2017 and fully comply with its terms.

Synchronoss Technologies, Inc. Retention Bonus Plan (August 1st, 2017)
Christopher & Banks – July 20, 2017 Re: Retention Bonus Dear Marc: (July 26th, 2017)

Christopher & Banks Corporation (the "Company") considers the maintenance of a strong management team as essential to protecting and enhancing the best interests of the Company and its stakeholders. This includes your continued service and dedication to the interests of the Company. The Company recognizes that recent events may have created some uncertainty with respect to your employment status and could possible distract you from your duties. To encourage and incentivize you to remain as an employee focused on your duties and responsibilities without distraction, the Company is proposing to pay you a retention bonus as described below. If these proposed terms meet with your approval, please sign below.

Retention Bonus Opportunity (June 9th, 2017)

We are pleased to inform you that, in recognition of your contributions to Claires Stores, Inc. (the Company), you are being offered the opportunity to receive a retention bonus (the Retention Bonus) on the following terms and conditions:

CSI Compressco LP – Re: Retention Bonus (May 16th, 2017)

We recognize your past contributions and potential to continue to make a significant impact on the future growth and success of CSI Compressco LP, and we are pleased to offer you the opportunity to earn a retention bonus as set forth in this letter.

La Quinta Holdings Inc. – FORM OF RETENTION BONUS RESTRICTED STOCK GRANT NOTICE UNDER THE LA QUINTA Holdings Inc. AMENDED AND RESTATED 2014 OMNIBUS INCENTIVE PLAN (May 4th, 2017)

La Quinta Holdings Inc. (the "Company"), pursuant to its Amended and Restated 2014 Omnibus Incentive Plan, as it may be amended and restated from time to time (the "Plan"), hereby grants to the Participant set forth below the number of shares of Restricted Stock set forth below, in full satisfaction of the "Stock Amount" payable to the Participant under the La Quinta Holdings Inc. Retention Bonus Plan (the "Retention Bonus Plan"). The shares of Restricted Stock are subject to all of the terms and conditions as set forth herein, in the Retention Bonus Restricted Stock Agreement (attached hereto), and in the Plan, all of which are incorporated herein in their entirety. Capitalized terms not otherwise defined herein shall have the meaning set forth in the Plan.

Supplemental Performance-Based Cash Retention Bonus Plan (May 4th, 2017)

This program applies to specified Salon Support employees identified by the Board of Directors in January 2017. These participants have the opportunity to earn up to their individual "Max Award" based on the Company's performance against a specific goal for the period ended January 1, 2017 to June 30, 2018 (the "Performance Period").

[DATE] <<First_Name>> <<Last_Name>> <<Address1>> <<City>>, <<State>> <<Zip>> Re: Key Employee Retention Bonus Dear <<Nick_Name>>: (March 17th, 2017)

In recognition of your continuing key role at GulfMark Offshore, Inc. (the "Company"), you shall be entitled to a bonus upon the terms and conditions set forth in this letter agreement (this "Agreement"), effective March 13, 2017 (the "Effective Date"). Please refer to Appendix A for certain defined terms used herein.

December 19, 2016 Larry Cannon Hand Delivered Re: Updated Retention Bonus Offer Dear Larry, (February 28th, 2017)

On August 5, 2015, you received a letter awarding you a retention bonus in recognition of your contributions and your support of our cost containment initiatives during the oil and gas economic downturn. To this day, the downturn continues; noted as one of the most severe in our industrys history.

Retention Bonus (February 23rd, 2017)

As you are aware, Time Warner Inc. (the Company) has entered into a merger agreement[, dated October 22, 2016] (a Merger Agreement), with AT&T Inc. (AT&T) which contemplates that AT&T will acquire the Company (the Transaction). Your role has been identified as integral to the success of the Transaction and the Company would like to provide you with additional incentive to continue your employment with the Company. Therefore, we are pleased to offer you a retention bonus pursuant to the terms of this letter agreement.

Aspen Insurance Holdings Limited – Re: Retention Bonus (February 22nd, 2017)

Because your leadership is very important to the successful execution of our strategic plans, Aspen Insurance UK Services Limited (the "Company") wishes to offer you the incentive arrangement described below to ensure that the Company will have the benefit of your continued employment and your strong commitment to the Company.

Seitel – Seitel, Inc. Executive Retention Bonus Program for Key Employees (February 16th, 2017)

The Compensation Committee of the Board of Directors of Seitel, Inc. (the "Board") and its subsidiaries, (collectively, the "Company") has determined that it is in the best interests of the Company and its shareholders to provide for continuity of management of the Company through the implementation of an Executive Retention Bonus Program (the "Program") for key members of executive management of the Company as specifically identified in Exhibit "A" ("Key Employees"). The Program is intended to diminish the extent to which the Key Employees of the Company might otherwise be distracted from the efficient discharge of their responsibilities to the Company, and to ensure that the Company will continue to receive the full, undistracted attention and dedication of its Key Employees. Therefore, the Compensation Committee hereby authorizes and adopts the Program described below effective as of January 1, 2017 ("Effective Date").

Neutral Tandem Inc – Retention Bonus (January 23rd, 2017)
Marlin Midstream Partners Lp – January 15, 2017 <<First_Name>> <<Last_Name>> <<Address1>> <<City>>, <<State>> <<Zip>> Re: Key Employee Retention Bonus Dear <<Nick_Name>>: (January 20th, 2017)

In recognition of your continuing key role at Azure Midstream Partners LP (Azure) and Azure Midstream Energy LLC (AME and together with Azure, the Companies), you shall be entitled to a retention bonus upon the terms and conditions set forth in this letter agreement (this Agreement). Please refer to Appendix A for certain defined terms used herein.

La Quinta Holdings Inc. – La Quinta Holdings Inc. Retention Bonus Plan (January 18th, 2017)

La Quinta Holdings Inc. (the Company) has adopted the La Quinta Holdings Inc. Retention Bonus Plan (the Plan) for the benefit of certain employees of the Company and its subsidiaries (hereinafter referred to as the Company Group), on the terms and conditions hereinafter stated, effective as of the Effective Date. The purpose of the Plan is to acknowledge the potential disruption that may be caused to employees of the Company Group as a result of the Companys exploration of a Significant Corporate Event, and in light thereof, provide the Company with the means to provide a retention incentive for select employees who are determined to be critical to the Companys continued success and whose retention is necessary to sustain the value of the Companys business through the consummation of a Significant Corporate Event.