{"id":39316,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-lisa-m-terrill.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-lisa-m-terrill","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-lisa-m-terrill.html","title":{"rendered":"Employment Agreement — Lisa M. Terrill"},"content":{"rendered":"
March 17, 2005 <\/p>  
PRIVATE & CONFIDENTIAL<\/u> <\/b><\/p>  
Ms. Lisa M. Terrill <\/p> \n
[redacted]<\/p> \n
Dear Lisa, <\/p>  
On behalf of Intermix Media, Inc. (\u0093Intermix\u0094 or the \u0093Company\u0094), I am delighted to summarize the terms and conditions of\nan offer of employment with the Company. Upon your acceptance, these terms will be incorporated in a comprehensive employment agreement for execution by both parties. Please do not hesitate to contact me or Andy Knox with any questions or comments\nthat you may have on the content of this document or our intentions, as well as any related issues. <\/p> \n\n\n\nI.Role and Reporting Relationship<\/u> 
You will join the Company as Executive Vice President and Chief Financial Officer and report directly to me in my capacity as Chief Executive Officer. In\naddition to your role as the Company\u0092s senior financial executive, you will also oversee human resources, be an executive officer of the Company and participate with the Company\u0092s other executive officers and senior management in setting\nand executing company policy and direction. <\/p> \n\n\nII.Compensation and Benefits<\/u> 
We have customized components of the Company\u0092s compensation and benefits programs to suit your particular needs. You will be eligible to participate\nin all of the programs available to executive officers at Intermix, subject, of course, to the terms and conditions of those programs and the Company\u0092s policies with respect to their implementation. Please keep in mind that a cornerstone of our\ncompensation philosophy is the link between executive compensation and corporate performance and <\/p>\n\n\n\n\n\n\n\nMs. Lisa M. TerrillMarch 17, 2005\n\nPage 2 of 4\n
returns to\nstockholders. Your compensation and benefits will include the items summarized below: <\/p> \n\n\n\n
\u0095 Base Annual Salary<\/u> - $225,000 initially. Your performance will be reviewed annually along with that of the senior executives of the Company generally. Adjustments to your\n  base salary, if any, will be made at that time. <\/p>\n
\u0095 Performance Bonus<\/u> - you will participate in the annual incentive program of Intermix as established from year to year upon the recommendation of the Compensation Committee of\n  the Company\u0092s Board of Directors. For fiscal year 2005 (ending March 31, 2005), executive officers are eligible to earn awards in the range of zero to sixty percent (60%) of their base salary based upon achievement of Company performance\n  metrics. The target award under the Program is thirty percent (30%) of base salary, based upon achievement of 100% of the performance criteria, which amount may increase or decrease based upon exceeding or falling short of such targets. <\/p>\n
\u0095 Equity<\/u> - is a very important component of the compensation philosophy of Intermix Media. The Compensation Committee of the Company\u0092s Board of Directors has adopted a\n  Long-Term Equity Compensation Plan (\u0093LTECP\u0094) with respect to the administration of the Company\u0092s 2004 Stock Awards Plan. Under the LTECP, stock - awards to executive officers are made at the discretion of the Compensation Committee,\n  subject to Board approval. I will recommend to the Compensation Committee that, at the earliest possible opportunity, you be granted an option to purchase 300,000 shares of the Company\u0092s common stock which option would vest over 4 years with\n  25% of the option vesting one year after the date of grant and the pro-rata remainder vesting quarterly thereafter. The strike price of the option will be market price as of the date of grant. The Company is presently working with Mercer to\n  reevaluate the LTECP and to establish guidelines for the award of restricted stock or restricted stock units. We expect that you will play a role in this process given your finance and human resources responsibilities, working closely with Jim\n  Quandt, Chair of the Compensation Committee. <\/p>\n
\n<\/p>
\n\n\n\n\n\n\n\n
Ms. Lisa M. Terrill March 17, 2005\n  \n\nPage 3 of 4 <\/p>\n
\u0095 Other<\/u> - <\/i>the full range of benefits for you and the family will be summarized separately in our Employee Benefits Handbook. Of particular interest to you may be our\n  401(k) Program. Employees are provided the opportunity to make contributions of up to fifteen percent (15%) of their base salary to the Program, with limitations as determined by applicable statute. The Company fully matches the first three percent\n  (3%) of an employee\u0092s contributions and then one half of the next two percent (2%). Employees are eligible to participate in this Program after ninety (90) days of continuous employment.<\/p>\n
III.Severance and Notice<\/u> <\/p>\n
Intermix is an \u0093at will\u0094 employer. You will be provided with up to six (6) months of base salary and benefits continuation (the latter to be\nprovided in the form of Company-paid COBRA) as severance in the event that you are terminated for reasons other than cause during the term of your employment. This benefit would be payable monthly for up to six (6) months or until you begin new\nemployment, whichever occurs first. <\/p>  
Both parties will be\nrequired to provide the other with thirty (30) days of written notice of their intention to terminate the relationship. <\/p> \n\n\n\nIV.Reference Checking and Background Check<\/u> 
This offer is contingent upon satisfactory personal and professional reference checking, as well as a comprehensive background check, which will be\nconducted on our behalf by Korn\/Ferry International. <\/p>  
************************* <\/p>\n\n\n\n\n\n\nMs. Lisa M. Terrill March 17, 2005\n\nPage 4 of 4\n
Thank you for all of the time, thought\nand effort that you have invested in considering Intermix and the Chief Financial Officer role. We are all very pleased by the prospect of your playing a leading role in the future of Intermix. On a personal and professional note, I am looking\nforward to partnering together to lead Intermix and maximize its full potential in the years to come. If you accept our offer on the terms and conditions set forth above, please kindly sign and return a duplicate to me or Andy Knox no later than\nthe close of business on March 21, 2005<\/u>. <\/p>  
Sincerely, <\/p>  
\/s\/ Brett Brewer <\/p> \n
Brett Brewer <\/p> 
President and Director <\/p> 
Intermix Media, Inc. <\/p>  
Accepted: <\/p> \n\n\n\n\n\n\n 
\/s\/ Lisa M. Terrill<\/p>\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7885],"corporate_contracts_industries":[9497],"corporate_contracts_types":[9539,9544],"class_list":["post-39316","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-intermix-media-inc","corporate_contracts_industries-retail__electronics","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/39316","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=39316"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39316"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39316"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39316"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}