Exhibit 10.20
AMENDMENT NO. 1 TO
EMPLOYMENT
AGREEMENT
This Amendment No. 1 to
EMPLOYMENT AGREEMENT (the “Amendment”) is executed as
of February 20, 2009, by and between Cohen Brothers, LLC, a
Delaware Limited Liability Company (the “Company”), and
Joseph W. Pooler, Jr. (the “Executive”).
WHEREAS , the Company and Executive entered into an
Employment Agreement dated as of May 7, 2008 (the
“Existing Agreement”);
WHEREAS, the Company is currently negotiating an
Agreement and Plan of Merger pursuant to which it is contemplated
that the Company and certain other parties will enter into a series
of transactions (the “Transactions”) that is expected
to result in the Company becoming a subsidiary of a Alesco
Financial Inc., a publicly traded Maryland corporation
(“Alesco”);
WHEREAS , the Company and Executive desire to enter into
this Amendment No. 1 to amend certain terms of the Existing
Agreement;
NOW, THEREFORE
, the parties hereto, intending to
be legally bound, agree as follows:
Section 1. Defined
Terms . For purposes
of this Amendment No. 1, unless the context requires
otherwise, all capitalized terms used herein and not otherwise
defined shall have the respective meanings assigned to such terms
in the Existing Agreement.
Section 2. Duties
. Effective as of the
consummation of the Transactions, Executive shall serve as the
Chief Financial Officer of the Company and is expected to serve as
the Chief Financial Officer of Alesco.
Section 3. Amendment of
Section 3.2 . Effective as of the consummation of the
Transactions, Section 3.2 of the Existing Agreement is hereby
amended and restated in its entirety to read as follows: “3.2
Bonus . During the Term, in addition to the Annual Salary,
for each calendar year of Company ending during the Term, Executive
shall have the opportunity to receive, no later than March 15
of the following year, an annual bonus in an amount and on such
terms to be determined in accordance with the Executive Cash Bonus
Plan of Alesco, but in a
