Exhibit 10.10.2
K. Frappier
AMENDMENT 2008-1
TO THE
EMPLOYMENT
AGREEMENT
THIS AMENDMENT
, dated as of December 15,
2008, between RAIT Financial Trust, a Maryland real estate
investment trust, (the “ Company ”) and Kenneth
R. Frappier (“ Executive ”).
RECITALS
WHEREAS , the Company and Executive previously entered
into that certain Employment Agreement, dated as of
February 5, 2008, (the “ Employment Agreement
”), which sets forth the terms and conditions of
Executive’s employment with the Company;
WHEREAS , the Company and Executive desire to amend the
Employment Agreement to make certain changes to comply with the
requirements of section 409A of the Internal Revenue Code of 1986,
as amended and the final regulations issued thereunder;
and
WHEREAS , Section 11.1 of the Employment Agreement
provides that the Employment Agreement may be amended pursuant to a
written amendment approved by the Board of Trustees of the Company
and executed by the Company and the Executive.
NOW, THEREFORE
, the Company and the Executive
hereby agree that, effective December 15, 2008, the Employment
Agreement shall be amended as follows:
1. The first sentence of
Section 2.1(a) of the Employment Agreement is hereby amended
in its entirety to read as follows:
“The Company may remove
Executive at any time without Cause (as defined in Section 4)
from the position in which Executive is employed hereunder upon not
less than sixty (60) days’ prior written notice to
Executive.”
2. The last sentence of
Section 2.1(c)(i) of the Employment Agreement is hereby
amended in its entirety to read as follows:
“Unless the payment is
required to be delayed pursuant to Section 18.2 below, the
payment shall be made within sixty (60) days following
Executive’s last day of employment with the Company, provided
Executive executes the Release during the sixty (60) day
period and the revocation period for the Release has expired
without revocation by Executive.”
3. The last sentence of
Section 2.1(c)(ii) of the Employment Agreement is hereby
amended in its entirety to read as follows:
“Unless the payment is
required to be delayed pursuant to Section 18.2 below, the
payment shall be made within sixty (60) days following
Executive’s last day of employment with the Company, provided
Executive executes the Release during the sixty (60) day
period and the revocation period for the Release has expired
without revocation by Executive.”
1
4. The last sentence of
Section 3.3 of the Employment Agreement is hereby amended in
its entirety to read as follows:
“Unless the payment is
required to be delayed pursuant to Section 18.2 below, any
additional payment payable to the Executive pursuant to this
Section shall be paid by the Company to the Executive within 5 days
of receipt of the Company’s accountants’ determination,
which such determination shall be made to the Company within 30
days of any event requiring payment to the Executive
hereunder.”
5. Section 18 o
