Separation Agreement, Waiver and Release (May 4th, 2015)
The parties to this Separation Agreement, Waiver and Release ("Agreement"), Carl E. Will ("Employee") and Applied Industrial Technologies, Inc., its affiliates, parents, successors, predecessors, and subsidiaries (collectively, "Company") agree that:
Change in Control Agreement (November 8th, 2013)
Applied Industrial Technologies, Inc. (the "Company") considers it essential to the best interest of the Company and its shareholders that the Company's management be encouraged to remain with the Company and to continue to devote their full attention to the Company's business. The Company recognizes that the possibility of a change in control of the Company may exist and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company and its shareholders. Accordingly, the Company's Board of Directors (the "Board") has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of key members of the Company's management, including you, to their assigned duties without distraction in the face of the potentially disturbing circumstances arising from the possibility of a change in control of the Company.
June 27, 2013 (November 8th, 2013)
On behalf of Applied Industrial Technologies, Inc. ("Applied"), I am pleased to present you with these proposed terms of your employment with Applied, commencing effective on July 22 or such earlier date in July as is determined by mutual agreement (the "Hire Date"):
Severance Agreement (November 8th, 2013)
As a material inducement to you joining Applied Industrial Technologies, Inc. (the "Company"), the parties desire to set forth in this Severance Agreement (the "Agreement") their mutual agreements concerning the terms and conditions of any severance benefits in the event your employment with the Company is terminated during the period ending on July 22, 2014 (the "Term").