sncr63017ex109






                                May 8, 2017    Chris Putnam      [Delivered Electronically]    Re: Executive Employment Letter      Dear Chris,       On behalf of Synchronoss Technologies, Inc. (the Company), I am pleased to formally confirm  your role on the Synchronoss Executive Team.  Your title will remain Executive Vice  President, Sales, and you will report directly to the Company’s President & COO, Bob Garcia.          Your annual base salary will remain at $340,000, and you will still be eligible for a  discretionary annual target bonus of 120% of your base salary based upon the achievement  of certain company objectives to be established and approved by the Board of Directors or  its Compensation Committee.  Your compensation will be paid in accordance with the  Company’s regular payroll practices, subject to normal payroll taxes and other applicable  deductions.  Your position will be classified as exempt from the overtime and other  requirements under federal and state law.    In addition, you will be eligible to participate in the Company’s 2017 Executive Long Term  Incentive (LTI) Plan with a target value of $1.5 million.  The LTI Plan typically consists of  1/3 time-based Restricted Stock Awards (RSAs), 1/3 time-based Stock Options, and 1/3  Performance Shares based on performance criteria established by the Board of Directors.   The number of RSAs granted will be based on the stock price as of the date of the grant, and  the number of options granted will be based on the Black Scholes value of the stock price as  of the date of the grant.  All of the foregoing is subject to the approval of the Board of  Directors or its Compensation Committee.  The RSAs shall vest one-third per year.  One- fourth of the Stock Options shall vest after the first year , and 1/48th every month thereafter.     All of the Performance Shares shall vest upon the approval of the Board of Directors or its   Compensation Committee based upon whether the Company has met the required   performance metrics.       In addition, because you have been identified as a Tier One Executive at Synchronoss, your   employment at the Company will also be governed by the terms and conditions of the Tier   One Executive Employment Plan, a copy of which is attached hereto.      However, please be aware that you retain the option, as does Synchronoss, of ending your   employment with Synchronoss at any time, with or without notice and with or without cause.    As such, your employment with Synchronoss is at-will and neither this nor any other oral or  written representations may be considered a contract for any specific period of time.      





 






                     We are excited about your addition to the Executive Team and look forward to your  contributions to the Synchronoss 3.0 mission.  Please verify the acceptance of your role by  signing below and indicating the date on which you signed.    Should you have any questions, please do not hesitate to contact me.       Regards,                                  Kevin Hunsaker  EVP & Chief Human Resources Officer            _______________________________________   ______________________  Acceptance Signature                                    Date