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Mr. Jeffrey A. Bjorkman
Polaris Industries Inc.
2100 Highway 55
Medina, MN 55340
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Re:
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Employment Arrangements
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I am writing
regarding our recent discussion about your plans to retire from
Polaris Industries, Inc. (“Polaris”). Thank you for
sharing your plans with me and for agreeing to postpone complete
retirement and to make yourself available to the Company in order
to assist with an orderly transition of your responsibilities and
relationships. This letter agreement (the “Agreement”)
is written for the purpose of setting forth the terms and
conditions of your continued employment by Polaris during the
transition period and to confirm your retirement
benefits.
Your employment as
Vice President-Operations of Polaris will terminate upon the
appointment of your successor but no later than May 1, 2009 or
at such earlier time, but not before January 1, 2009, as you
may designate (such date referred to herein as the “Beginning
Date”). Thereafter and during the term of you employment
hereunder, you shall be employed as the Senior Operations Advisor
of Polaris to provide advice and counsel on operations,
Polaris’ relationships with various third parties and on
other matters within your experience and expertise as may be
reasonably requested by the Chief Executive Officer of Polaris;
provided that requests for such services shall not unreasonably
interfere with your other personal, charitable or other business
activities. You will be an employee of Polaris, but not a reporting
individual for purposes of Section 16 of the Securities
Exchange Act of 1934, as amended. You will be subject to the
insider trading policies of Polaris.
Unless sooner
terminated as provided in Section 4 below, your employment as
Senior Operations Advisor under the terms of this Agreement shall
begin on the Beginning Date and shall continue until
January 31, 2010 (such period referred to herein as the
“Term”).
3.
Compensation and Benefits.
(a) Base
Salary . During the Term, you will be paid a annual base salary
(“Base Salary”) in the amount of $100,000, payable in
accordance with Polaris’ customary payroll policy, less all
applicable withholdings and deductions. We do not anticipate that
you will be
Jeffrey A.
Bjorkman
November 20, 2008
awarded either
annual bonuses or awards under Polaris’ stock based or other
incentive plans for services performed during the Term.
(b)
Supplemental Perquisites. During the term of your employment
hereunder, you will participate in Polaris’ benefit programs
and receive the perquisites described in Exhibit A
hereto.
The Severance
Agreement between you and Polaris dated January 16, 2008 (the
“Severance Agreement”) remains in full force and
effect; provided, however, that for purposes of calculating the
“Non-Change in Control Termination Payment” pursuant
paragraph 3(a) of the Severance Agreement, the amount calculated
under paragraph 3(a)(i)(A) of the Severance Agreement shall be your
annual base salary as of the date of this Agreement and the amount
calculated under paragraph 3(a)(i)(B) of the Severance Agreement
shall be equal to 80% of your annual base salary as of the date of
this Agreement.
(a)
Termination of Agreement
(i) This Agreement
and your employment h
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