Exhibit 10.14
August 1, 2005
Mr. Herb Bellucci
3646 Seahorn Circle
San Diego, CA 92130
Dear Herb:
I am very pleased to provide you
with a summary of the terms of your employment with Alphatec Spine,
Inc. (“Alphatec”). Your employment with Alphatec will
commence once any conditions set forth in this letter are
satisfied, and you return the letter to the Company. At this time,
we anticipate that your employment to be effective August 1,
2005.
1.
Position Your position will be
Vice President, Manufacturing. As you progress with Alphatec, your
position and assignments are, of course, subject to change. As an
Alphatec employee, we expect that you will perform any and all
duties and responsibilities normally associated with your position
in a satisfactory manner and to the best of your abilities at all
times.
2.
Starting Date/Nature of
Relationship If you accept this
offer, and any conditions set forth herein are satisfied, your
employment with Alphatec will begin on August 1, 2005 (the
“Commencement Date”). Thereafter, you will be expected
to devote all of your working time to the performance of your
duties at Alphatec throughout your employment. No provision of this
letter shall be construed to create an express or implied
employment contract, or a promise of employment for any specific
period of time. Your employment with Alphatec is at-will employment
which may be terminated by you or Alphatec at any time for any
reason with or without advance notice.
3.
Compensation, Equity, Benefits,
Bonus Your initial base pay
shall be at a rate of $ 3,846.15 weekly ($200,000.00 on an
annualized basis) minus customary deductions for federal and state
taxes and the like.
Subject to approval by the Board of
Directors, you will be granted 10,000 shares of Founder’s
stock. This stock will have a five year vesting schedule along with
change of control privileges.
In addition to your compensation,
you may choose to take advantage of various health and welfare
benefits offered by Alphatec to include a 401(k) plan. These
benefits, of course, may be modified or changed from time to time
at the sole discretion of Alphatec. Any provision of benefits to
you in no way changes or impacts your status as an at-will
employee.
Employee will be eligible to receive
a cash performance bonus each fiscal year, payable within 30 days
after the end of the Company’s fiscal year, in an amount of
up to 20% of the base salary received by Employee for such fiscal
year. In the fiscal year ended December 31, 2005 (“FY
2005”), Employee will be entitled to his full performance
bonus (which will be 20% of base salary paid from the Commencement
Date through December 31, 2005) if the Company’s Net Sales
(as that term is used in the Company’s audited financial
statements), exclusive of sales by businesses acquired from and
after the Commencement Date equal or exceed $50 Million.
In
the event that Same Store Sales in
FY 2005 are $33 Million, Employee will receive 25% of his full
performance bonus. In the event that Same Store Sales in FY 2005
are $40 Million, Employee will receive 50% of his full performance
bonus. In the event that Same Store Sales for FY 2005 are between
$33 Million and $40 Million, the percentage of Employee’s
full performance bonus shall be prorated between 25% and 50%, and
in the event that Same Store Sales for FY 2005 are between $40
Million and $50 Million, such percentage shall be prorated between
50% and 100%. After FY 2005, performance bonuses shall be based
upon the achievement of objectives established by the President and
COO prior to the commencement of the fiscal year.
4.
Your Certifications To Alphatec As a condition of your
employment:
You hereby certify to Alphatec that
(1) you are free to enter i
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