Exhibit 10.17
Date:
January 27, 2009
To:
Board of Directors of Favrille, Inc.
Cc: Bob
Lorsch, Chairman & CEO, MyMedicalRecords.com, Inc.
Subject: Resignation and
Post-Merger Employment Arrangement
Reference is made to that certain
Agreement and Plan of Merger and Reorganization, dated November 8,
2008 (the "Merger Agreement"), by and among Favrille, Inc., a
Delaware corporation ("Favrille"), Montana Merger Sub, Inc., a
Delaware corporation, and MyMedicalRecords.com, Inc., a Delaware
corporation. Capitalized terms not otherwise defined herein shall
have the meanings ascribed to such terms in the Merger
Agreement.
Immediately prior to the Closing
of the Merger, at your request, I will resign as President, Chief
Executive Officer and Director of Favrille. There are seven months
(June - December 2008) of my accrued salary totaling $226,478.46
which remains outstanding. As I agreed to in November 2008, I will
take two months of the accrued salary in the form of a warrant to
purchase Favrille common stock which will be granted at Closing.
Five months of the accrued salary will be paid in cash at
Closing.
As we discussed, I am willing to
continue as an employee of Favrille, as a member of the merger
transition team for an indefinite period of time un