Exhibit 10.53
GT Solar
Incorporated
243 Daniel Webster
Highway
Merrimack, New Hampshire
03054
EMPLOYMENT AGREEMENT AMENDMENT FOR CODE
SECTION 409A
December 30, 2008
Jeffrey J. Ford
20 Woodbriar Lane
Rochester, New York 14624
Dear Mr. Ford,
This letter agreement (the “
Amendment ”) shall amend the Employment Agreement (the
“ Employment Agreement ”), dated as of
June 1, 2006 between you (the “ Executive
”) and GT Equipment Technologies, Inc. (now known as GT
Solar Incorporated, the “ Company ”). All
capitalized terms not otherwise defined herein shall have the
meanings ascribed to them in the Employment Agreement. Except
as modified by this Amendment, the Employment Agreement shall
remain in full force and effect, and this Amendment shall not serve
in any manner as a waiver or a novation of the Executive’s
duties or obligations under the Employment Agreement; provided,
that in the event that any provision in this Amendment conflicts
with the Employment Agreement or any other agreement, policy, plan
or arrangement between the Executive and the Company, the terms of
this Amendment shall govern.
You agree and acknowledge that
notwithstanding any other provision of the Employment Agreement to
the contrary, the Employment Agreement is hereby amended as
follows:
1.
Section 3(c) of the
Employment Agreement is amended and restated in its entirety as
follows:
“(c) Long-Term Incentive
. The Executive shall be considered for equity awards by GT
Solar International, Inc. or the Company, subject to approval
of the Board. Additionally, Executive will be paid a
“stay” bonus of $25,000 within thirty (30) days
following both of the first and second anniversaries of the
Executive’s employment with the Company.”
2.
The first paragraph of
Section 4(d) of the Employment Agreement is amended and
restated in its entirety as follows:
“If the Executive’s
employment is terminated by the Executive for “ Good
Reason ” (as defined below) or by the Company for any
reason other than (i) the Executive’s death or
Disability or (ii) for Cause, and provided that the Executive
shall have entered into a release of claims in favor of the Company
in a form acceptable to the Company (the “ Release
”) and such Release is executed and no longer subject to
revocation, in each case within 60 days of the Termination Date,
and
