XRIT » Topics » Lamy Employment Agreement

This excerpt taken from the XRIT DEF 14A filed Jul 24, 2006.

Lamy Employment Agreement

In connection with the acquisition of Amazys Holding AG, X-Rite and Francis M. Lamy entered into an Employment Agreement under which Mr. Lamy agreed to serve as the Company’s Vice President and Chief Technology Officer until terminated as provided in his Employment Agreement. Mr. Lamy will (i) receive an annual base salary of CHF 325,000 (equal to $263,457 on July 5, 2006), (ii) be entitled to participate in any bonus plan or other incentive compensation program applicable to X-Rite’s executives, and (iii) will be further entitled to participate in any long-term incentive compensation program applicable to X-Rite’s executives, with 60 percent to consist of restricted stock awards and 40 percent to consist of stock option awards.

Additionally, under the Employment Agreement, Mr. Lamy is entitled to (i) a CHF 32,500 (equal to $26,345 on July 5, 2006) per year allowance as a contribution to Mr. Lamy’s personal health insurance, (ii) a CHF 20,000 (equal to $16,212 on July 5, 2006) per year allowance for expenses incurred by Mr. Lamy consistent with performing his duties and responsibilities as an officer of X-Rite, and (iii) a CHF 5,000 (equal to $4,050 on July 5, 2006) per year allowance for obtaining tax consulting advice associated with being an officer of a U.S. based corporation.



In addition to termination in the event of death or disability, Mr. Lamy’s employment may be terminated by X-Rite for “cause” (as defined in the Employment Agreement), by Mr. Lamy for “good reason” (as defined in the Employment Agreement) or by either party, without cause, by giving the other party at least three months’ written notice. In the event of termination by X-Rite without cause or by Mr. Lamy for good reason, Mr. Lamy will receive the severance pay and benefits as outlined in the Employment Agreement.

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