Exhibit 10.1
EXTENSION OF
CONSULTING PERIOD
IN
SEPARATION AGREEMENT
FOR
INVESTOR RELATIONS
SERVICES
This Investor Relations Services
Agreement is an extension of the consulting services period
described in the Separation Agreement and General Release of Claims
(the “Separation Agreement”) between Robert Simmons and
E*TRADE Financial Corporation (the “ Company ”)
and is dated as of July 15, 2008 (the “Effective
Date”). Capitalized terms not herein defined shall have the
meaning ascribed to such terms in the Separation
Agreement.
WHEREAS, Mr. Simmons is
currently providing consulting services to the Company related to
the financial management of the Company; and
WHEREAS, the consulting arrangement
is scheduled to terminate on or before July 18, 2008;
and
WHEREAS, the Company is currently
searching for a permanent investor relations representative and
wishes to have an interim replacement; and
WHEREAS, Mr. Simmons has an
extensive background in investor relations, having begun his tenure
with the Company as its treasurer with responsibility for investor
relations; and
WHEREAS, the Company and
Mr. Simmons desire to extend the period of the consulting
arrangement as the Company searches for a permanent chief financial
officer and investor relations representative, on the terms set
forth in this Agreement.
The Parties agree to hereby amend
the Separation Agreement as follows:
A. The following Section 4-1
shall be added, following Section 4 of the Separation
Agreement:
4-1. Additional
Consulting. Employee agrees to provide additional
consulting services to the Company from the Effective Date until
the earlier of: (i) the date on which the consulting
relationship is terminated by either party; or
(ii) February 15, 2009 (the “ Additional
Consulting Period ”). During the Additional Consulting
Period, Employee will primarily consult on the Company’s
investor relations but may also consult on various other matters
associated with the financial management of the Company, as
requested by the Company. As compensation for these consulting
services, Employee shall receive the following:
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a.
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A consulting
fee at the rate of $120,000 per month during the Additional
Consulting Period, which shall be paid in arrears no less often
than bi-weekly; and
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b.
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If, and only
if, Employee continues to perform the consulting services through
November 15, 2008, the Company will pay a special retention
consideration in the amount of $125,000, with such payment to be
made on or before November 30, 2008, provided that if
the Additional Cons
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