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Michael
Baker Corporation
Airside
Business Park
100 Airside Drive
Moon Township, PA 15108
Craig O.
Stuver
Senior Vice President, Corporate Controller and Treasurer
Michael Baker Corporation
Airside Business Park
100 Airside Drive
Moon Township, PA 15108
As we
discussed, I am sorry to hear that you are considering leaving
Michael Baker Corporation. In acknowledgement of your willingness
to assist us with an orderly transition in the event you determine
to leave Baker, Baker is prepared to offer you the following
arrangement:
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1.
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For
each month (or part of a month exceeding two weeks) you stay with
the Corporation beginning September 1, 2008, the Corporation
will pay you an additional one and one-half months compensation
upon your departure and the Cobra cost of your medical insurance
for one and one-half month after your departure. The payments for
Cobra cost will be grossed up to cover your Federal and state tax
liability on such payments. For example, if you stay with the
Corporation through November 30, 2008, you will receive an
additional four and one-half months compensation plus four and
one-half months Cobra cost upon your departure. This benefit will
be capped based upon four months of additional service or service
through December 31, 2008, so while you may elect to stay with
the Corporation thereafter, you will only be eligible for up to six
months of such supplementary compensation and payments, which will
be paid in the first pay cycle in 2009 following the end of the
four months whether you are leaving at that time or have decided to
stay on longer.
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2.
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In
addition, should you stay with the Corporation through
December 31, 2008, you will be eligible for any bonus payments
you would otherwise have received for 2008 performance, such
payments, if any, to be made at the same time the Corporation makes
2008 bonus payments to its other eligible employees.
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3.
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Any
payments you receive under this letter agreement shall be in
addition to any severance payments to which you may be entitled
under the Corporation’s Policy regarding Reductions in Force,
which appears at Section 5.1.3 of the Corporation’s
Policy Manual. I have attached a copy of this Section as
Exhibit A to this letter for your ready reference. Based upon
your qualifying years of service, if you are otherwise entitled to
severance under th
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