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Re:
Retirement Confirmation (enhancements)
As a follow-up to
our discussions regarding the above-captioned matter, this letter
confirms that I will make the recommendation outlined herein to the
Compensation Committee of the Company. However, as indicated
previously, the ultimate decision rests with the Board of
Directors. They will make the final decision after hearing the
recommendation of the Compensation Committee. I anticipate that you
will have a decision from the board in connection with this
recommendation I am making following the next board
meeting.
As previously
stated to you, the company has already moved forward based on your
intention to retire this October. Therefore, whether or not the
Board ultimately accepts my recommendation, your retirement is
effective October 31, 2009.
Additionally,
whether or not my recommendation is accepted by the Compensation
Committee and the Board, the fact of the matter is that you are
eligible independent of any additional agreement for the regular
retirement benefits afforded by the Company for a retiring
executive.
The following is the
recommendation I intend to make regarding your retirement
arrangement.
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1.
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Mercer Forge will provide you with a
twelve month consulting agreement. Consistent with how we have
treated other senior executives, you will be given a contractual
commitment which will require Merger Forge to pay you $10,000 per
month during this twelve month period. This arrangement could be
cancelled prior to the twelve month term in the event of your
failure to perform to our reasonable expectations.
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2.
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This consulting agreement would not
require you to provide services for more than 10 days in any
one month. However, if by mutual agreement the parties agree to an
additional time over and above the ten days, then any additional
day would be compensable at a rate of $1,500 per day. Consulting
services would be rendered by you at your home, the Mercer office
or other locations at the discretion of the company. If you are
required to travel outside of Mercer, the company will reimburse
you for all reasonable associated travel costs.
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3.
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During the period of your
consultancy, you would additionally be reimbursed for gas,
insurance and normal maintenance costs while using your vehicle for
company business.
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