Exhibit 99.2
July 29, 2009
Mr. Mark Wabschall
10495 Hannah Farm Road
Oakton, VA 22124
Re: Separation Agreement
and Release
Dear Mark:
This is to confirm our agreement
with respect to your resignation from Deltek, Inc. (“
Deltek ” or the “ Company ”). This
Separation Agreement and Release letter (“ Separation and
Release ”) explains in detail both your rights and
obligations and those of Deltek in connection with the end of your
employment relationship with Deltek and its
subsidiaries.
Employment
Separation
Deltek and you entered into an
employment letter, dated May 5, 2008 (the “
Employment Letter ”), a copy of which is attached as
Attachment 1 . By signing this Separation and Release, you
agree, subject to Deltek’s agreements herein and compliance
with this Separation and Release, to waive any and all rights or
entitlements to the benefits set forth in Section 7 of the
Employment Letter regarding severance payments and other benefits
upon the termination of your employment.
You and Deltek mutually agree that
you resigned as Executive Vice President, Chief Financial Officer
and Treasurer of Deltek, effective July 29, 2009 (the “
Termination Date ”). As a result of your resignation,
you shall no longer be considered an employee of Deltek as of the
Termination Date. Deltek will pay you all earned and unpaid salary
as of the Termination Date, together with any accrued and untaken
vacation pay, less applicable withholding taxes required by law.
Deltek will also reimburse you for any non-reimbursed reasonable
business expenses you incurred on or prior to the Termination Date.
Deltek will include all such payments in your final paycheck on or
about August 6, 2009.
Provided that you timely execute
this Separation and Release and the Waiver and Release of Claims
attached as Attachment 2 to this Separation and Release (the
“ Waiver and Release ”), Deltek will
(i) pay you, at the same time as other Executive Team members
are paid, your Q2 2009 EICP bonus, payable at the overall Company
payout percentage, but assuming a 100% individual performance
rating, (ii) pay you, on a semi-monthly basis for a period of
three months (and with the first payment occurring on or about
August 22, 2009), 50% of your current monthly base salary for
non-exclusive consulting services to be provided by you to Deltek
upon request by Deltek, including transitional services to support
any successor Chief Financial
1
Officer and Treasurer of Deltek (it being
understood that you shall be permitted to accept other consulting
arrangements and obtain employment during this three month period
provided that such actions do not violate the terms of the Employee
Agreement, as defined below), and (iii) pay the
employers’ contribution for group employee medical and dental
benefit coverage continuation under the Consolidated Omnibus Budget
Reconciliation Act of 1985 (“ COBRA ”) to the
same extent previously provided by Deltek’s group plans for a
period of six months, or until you become eligible for group
insurance benefits from another employer, whichever occurs first,
provided that you timely elect COBRA coverage. Any continued COBRA
coverage that you may elect following this six-month period will be
at your sole cost and expense. You understand that you have an
obligation to inform Deltek if you receive group health coverage
from another employer within the next six months and that you may
not increase the number of your designated dependents, if any,
during this time unless you do so at your own expense. The period
of such Company-paid COBRA coverage shall be considered part of
your COBRA coverage entitlement period, and may, for tax purposes,
be considered income to you. Deltek will provide you with a
benefits packet containing information on your COBRA rights and
conversion to a direct pay plan. Please call Holly Kortright,
Senior Vice President, Human Resources, if you have any questions
about COBRA conversion. Additionally, please keep Human Resources
informed of any address changes in case Deltek needs to mail
correspondence to your attention.
Released Claims
In consideration of the foregoing,
you and Deltek, by signing below, further agree to the Waiver and
Release, and you agree to execute the Waiver and Release as of the
date of this Separation and Release.
Enforcement of this Separation
and Release
Any proceeding arising out of or
relating to this Separation and Release shall be brought in the
courts of the Commonwealth of Virginia, Fairfax County, or, if it
has or can acquire jurisdiction, in the United States District
Court for the Eastern District of Virginia, and each of the parties
irrevocably submits to the exclusive jurisdiction of each such
court in any such proceeding, waives any objection it may now or
hereafter have to venue or to convenience of forum, agrees that all
claims in respect of the proceeding shall be heard and determined
only in any such court and agr
