Exhibit 10.1
[Letterhead of Del Global
Technologies Corp.]
November 1, 2005
Chris Japp
10093 Bridgewater Bay
Woodbury, MN 55129
Dear Chris:
I am pleased to extend you an offer
of employment as President of the Medical Systems Group of Del
Global Technologies Corp., a New York corporation (the
“Company”). The following sets forth the terms of
employment as President of the Medical Systems Group of the
Company.
Your employment is conditioned upon
and will commence upon the satisfaction of all the conditions set
forth in this letter. Your compensation will include an annual
salary of $225,000. You will be eligible to receive an annual bonus
with a target of 40% of your annual base salary based upon
objectives to be mutually agreed to by you and the Company (the
“Bonus”). Therefore, the Bonus is not guaranteed and
may range from 0% to 40% of your base salary.
Management of the Company will
recommend to the Board of Directors of the Company a grant to you
of a stock option to purchase 50,000 shares (the
“Shares”) of common stock, $.10 par value, of the
Company pursuant to and in accordance with the Company’s
Amended and Restated Stock Option Plan.
The Company will reimburse you for
your reasonable out-of-pocket relocation expenses incurred by you
in connection with the sale of your current home and your
relocation to the Chicago, Illinois area, subject to prior written
approval of such expenses by the Company and submission by you of
appropriate documentation for such expenses to the Company (the
“Relocation Expenses”). The Company will provide to you
for the first 90 days residence at a local extended-stay facility
that the Company uses (the “Housing Expenses”). You
shall be entitled to receive an additional payment (a
“Gross-Up Payment”) from the Company in an amount such
that after payment by you of all taxes including, without
limitation, any income taxes, you retain an amount of the Gross-Up
Payment equal to the taxes imposed upon the Relocation Expenses and
the Housing Expenses. In addition, the Company will reimburse you
for airfare and hotel in accordance with the Company’s travel
policies for you and your spouse to travel from Minnesota to the
Chicago, Illinois area up to three (3) times for house hunting. All
monies advanced as Relocation Expenses and Housing Expenses are to
be reimbursed by you in full should you voluntarily terminate your
employment prior to the completion of one year of employment with
the Company.
The Company will provide you with an
automobile allowance of $850.00 per month.
You are also eligible for twenty
(20) paid vacation days per year. Any vacation days not used cannot
be carried forward and will have no cash value.
You will be entitled to severance in
the event your employment is terminated by the Company without
cause prior to the one-year anniversary of your employment
wi
