exv10w1



 





EXHIBIT 10.1




June 6, 2007




Mr. Sheeroy Desai

1 Avery Street

Apt. 19B

Boston, MA 02111




Dear Sheeroy:



This letter will describe our mutual understanding regarding your resignation from Sapient
Corporation (“Sapient”, “Company” or “us”), effective as of March 31, 2007 (the “Exit Date”).
Additional information concerning your departure from Sapient is set forth in the exit letter that
you received from People Success on March 23, 2007.




Your Ongoing Obligations



Before and following your Exit Date, you agree to do the following (collectively, the “Post-Exit
Obligations”):





	 	1.	 	Assist us in the transition of your role in the relationship with our client, Merrill
Lynch, including being reasonably available for consultation with members of the
Sapient-Merrill Lynch project team;
	 
	 	2.	 	Assist us in the transition of your role in the relationship with our client, Vertex,
including being reasonably available for consultation with members of the Sapient-Vertex
project team;
	 
	 	3.	 	Complete the Magic Quadrant analysis and rankings;
	 
	 	4.	 	Assist with general transition matters related to your former role at Sapient; and
	 
	 	5.	 	Reaffirm and modify certain terms of your employment agreement as specifically set
forth in the Reaffirmation and Modification attached hereto.





Sapient’s Obligation



In consideration of the Post-Exit Obligations set forth above, Sapient agrees to pay you
seventy-five thousand dollars ($75,000) upon execution of this letter agreement.




Business-Related Expenses



Sapient will reimburse you for any necessary and reasonable Company-related expenses that you incur
in performance of the Post-Exit Obligations, upon reasonable proof of such expenses.



If you agree with the above, please sign the two enclosed copies of this letter where indicated
below and return one of them to Jane Owens, General Counsel, at the Company’s Cambridge, MA
headquarters.




 









 








	 	 	 	 	 
	Best regards,

 	 	 
	/s/ Alan J. Herrick
 	 	 
	Alan Herrick, President & Chief Executive Officer 	 	 
	 	 	 
	 



	 	 	 	 	 
	ACCEPTED AND AGREED TO:

 	 	 
	/s/ Sheeroy Desai
 	 	 
	Sheeroy Desai 	 	 
	 	 	 
	 



Date: June 6, 2007




 









 








REAFFIRMATION AND MODIFICATION OF EMPLOYMENT AGREEMENT



In consideration of the covenants set forth in my letter agreement with Sapient Corporation, dated
March 31, 2007, regarding the termination of my Sapient employment and, more particularly, the
payments and other benefits provided to me therein, and for other good and valuable consideration,
I, Sheeroy Desai, hereby knowingly and voluntarily reaffirm the representations, promises and
covenants in Sections 4 through 11 (inclusive) of my employment agreement (the “Agreement”), as
amended below, and effective March 31, 2007.





     I hereby agree that Section 9(b)(i) of the Agreement is modified as follows:




“For a period of twelve (12) months” is replaced with “For a period of eighteen (18)
months.”


For the avoidance of doubt, for the purposes of any applicable tail period in the Agreement, as
modified herein, the date of termination of Mr. Desai’s employment is March 31, 2007.




	 	 	 	 	 
	 	 	 
	/s/ Sheeroy Desai
 	 	 
	Sheeroy Desai 	 	 
	 	 	 
	 



Date: June 6, 2007