EdgarFiling








		 	Exhibit 10.1







 


 





13131 Dairy Ashford, Suite 600 


Sugar Land, Texas 77478


 


 


November 26, 2018


 


Ms. Susan M. Ball


via Email


 


Re: Offer of Employment


 


Dear Susan:


 


I am delighted to extend you an offer to join Team, Inc. (“Team” or the “Company”)
as Executive Vice President, Chief Financial Officer of the Company. We have enjoyed getting to know you and better understand
your experience and capabilities over the course of this interview process, and through these discussions, have developed conviction
with regard to your fit with our team and opportunity. The purpose of this letter is to confirm our mutual understanding of the
specific details of Team’s employment offer to you. The specific details of your position at Team are:


 


Start Date: Your start date is December 3, 2018, or a mutually agreeable date
to be determined (the “Effective Date”).


 


Position: You will be appointed as Executive Vice President, Chief Financial Officer
of the Company, effective as of the Effective Date.


 


Reporting Relationship: You will report directly to the Chief Executive Officer
of the Company.


 


Duties: You will have duties and responsibilities commensurate with the position
of Executive Vice President, Chief Financial Officer, as determined by the Company. You will devote substantially all of your business
time to performing your duties and responsibilities with the Company.


 


Location: Your work location will be at our Sugar Land, Texas office, subject
to reasonable travel in connection with the performance of your duties.


 


Outside Board Membership:  To the extent appropriate in light of your duties
and responsibilities with the Company, you shall be permitted to serve as a member of the board of directors of one public or private
for-profit corporation, upon prior approval by the Board.


 


Relocation Payment: You will receive a one-time, relocation payment of $50,000.00
to compensate you for temporary housing and your move to the Sugar Land, Texas area. This relocation/sign-on payment will be made
within a reasonable time after the Effective Date.


 






     


     


    

Salary: You will have an initial base salary (“Base Salary”) of $475,000.00
per annum, payable bi-weekly.


 


Annual Bonus: During each year of your employment with the Company starting in
2019, you will have an annual cash bonus opportunity under the Company’s Annual Cash Incentive Plan (the “Annual Bonus”).
Your actual Annual Bonus payment each year will be determined based on the level of achievement of the financial and operational
performance goals by you and/or the Company as established by the Compensation Committee of the Company, which shall be consistent
with the performance goals applicable to other similarly situated senior executives of the Company in any such applicable year.
For the 2019 Annual Bonus, your target Annual Bonus will be 74% of Base Salary and will scale to 148% of Base Salary as a maximum
bonus, based upon achievement against performance goals as outlined above.


 


Equity Compensation: 


 


Initial Award. As soon as administratively practicable following
the Effective Date, the Company will grant to you a one-time restricted stock unit award with a grant date fair value of $240,000,
(subject to your employment on the grant date) in accordance with the Company’s grant practice. The terms and conditions
applicable to such awards will be consistent with the terms and conditions applicable to the 2018 annual equity awards granted
to similarly-situated senior executives as determined by the Committee.


 


2019 Annual Award Opportunity. You will have an aggregate
2019 long-term incentive opportunity of $600,000, consisting of (i) performance stock units with a grant date fair value of $360,000,
which will be granted in the first quarter of 2019 (subject to your employment with the Company on the grant date), and (ii) time-based
restricted stock units with a grant date fair value of $240,000, which will be granted in the fourth quarter of 2019 (subject to
your employment on the grant date). The terms and conditions applicable to the 2019 long-term incentive awards, including vesting
requirements, will be consistent with the terms and conditions applicable to the 2019 annual equity awards granted to similarly-situated
senior executives, as determined by the Compensation Committee.


 


It is expected that you will be granted annual equity awards in each
year following 2019 during which you continue employment with the Company as Executive Vice President, Chief Financial Officer;
however, the actual terms and conditions and grant date value of annual equity awards granted to you in each such year may be adjusted
and shall be determined by the Compensation Committee in its sole discretion. The Company performance stock unit awards are generally
issued in the first quarter of the year and the time-based restricted stock units are generally issued in the fourth quarter of
the year, but are subject to change at the discretion of the Compensation Committee.


 


Paid Time Off: You will be eligible for paid time off in accordance with the Company’s
Flexible Time Off Program, as in effect from time to time.


 






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Employee Benefits: During your employment with the Company, you will be eligible
for employee benefits on the terms generally provided by the Company to its senior executives from time to time.


 


Severance Plan: You will be eligible to participate in the Company’s Corporate
Executive Officer Compensation and Benefits Continuation Policy, as in effect from time to time (the “Policy”). The
Policy provides generally that upon an involuntary termination of employment by the Company without cause or your voluntary termination
of employment for good reason, you would receive a continued salary for 15 months. In exchange, you must enter into a general release
agreement and one-year non-competition and non-solicitation agreement with the Company. Severance benefits are also triggered under
the Policy when an involuntary termination without cause or voluntary termination for good reason occurs within 90 days before
or within 360 days after a change of control. In such event, you would generally receive a supplemental single lump sum salary
payment equivalent to 30 months and a supplemental single sum compensation payment representing annual bonus opportunities calculated
as the higher of the most recent year’s paid bonus or the average bonus paid for the last three years (two and one-half times
annual bonus opportunity). These change of control severance benefits are only available where both a change of control and an
involuntary separation without cause or a voluntary separation for good reason occur. In exchange for such Policy benefits, you
must enter into a general release and twelve-month non-competition and non-solicitation agreement with the Company. The Policy
is administered by the Compensation Committee and subject to amendment or change, at the discretion of the Compensation Committee.


 


Miscellaneous: As with all of our employees, you will be subject to our applicable
employment and other policies as outlined in our employment handbook and elsewhere. Your employment will be at-will, meaning that
you or Team may terminate the employment relationship at any time, with or without cause, and with or without notice.


 


This offer is contingent upon satisfactory completion of our standard pre-hire requirements,
such as satisfactory completion of a pre-employment Drug & Alcohol Test and Background Check and our online enrollment process.
Additionally, you are required to sign our Proprietary Information, Inventions, and Non-Solicitation Agreement with Non-Compete,
known as the PIINS agreement. These items should be completed prior to your start date. Please contact Butch Bouchard (xxxxx@teaminc.com
or xxx.xxx.xxxx) at your earliest convenience to initiate the process to complete these additional requirements.


 


Susan, as you know Team is in a transformation and growth mode and we need a thoughtful,
energetic and ambitious leader to work with our executive management team to help drive the change necessary for Team to achieve
its strategic objectives. We enthusiastically look forward to you joining our management team at Team.


 






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Please feel free to contact me with any questions or comments (xxxxx@TeamInc.com or xxx.xxx.xxxx).


 


Sincerely,


 


/s/ Amerino Gatti


 


Amerino Gatti

Chief Executive Officer


 


 


 


Agreed and Acknowledged:


 


 


 


	Employee Signature	 	/s/ Susan M. Ball	 
	 	 	 	 
	Printed Name:	 	Susan M. Ball	 
	 	 	 	 
	Date Signed:	 	November 26, 2018	 




 




 


 


 


 


 


 


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