EXHIBIT 10.7
Derek Bloom
Derek Bloom is employed by the Company as Senior Vice President, General Counseland Corporate Secretary, however, his employment agreement is currently beingnegotiated. By offer letter (the “Bloom Offer Letter”), Mr. Bloom was offered anannual base salary of $300,000 and an annual target bonus of $105,000. Mr. Bloomis eligible to participate in the Company’s Long Term Incentive Bonus Plan(“LTIBP”), the details of which are currently being developed, however, underthe Bloom Offer Letter, Mr. Bloom has been offered 5,500 restricted shares ofthe Company’s stock, with a three-year vesting period.
Under the terms of the Bloom Offer Letter, Mr. Bloom is entitled to lifeinsurance with a value up to $1 million and disability insurance with a value upto 60% of his annual base salary. The Company will match up to 50% of Mr.Bloom’s maximum allowed contribution under the US Internal Revenue Code in aCompany sponsored 401(k) plan. Upon termination of Mr. Bloom’s employment, he isentitled to reasonable relocation costs to his place of residence in the US.
The Bloom Offer Letter also states that Mr. Bloom’s employment agreement shallinclude a change of control clause such that in the event of a change of controlin the Company, Mr. Bloom shall receive a payment equal to two times his annualsalary.
During his employment with the Company, the Company will reimburse Mr. Bloom forall Russian tax obligations to which he may be subject. Further, Mr. Bloom willretain the actual and economic benefit of the Foreign Earned Income Exclusion(currently $80,000), and the Company will reimburse the difference representingthe amount of Russian tax that he will not be able to credit or deduct for UStax purposes.
Brian Rich
Brian Rich is employed by the Company as Senior Vice President and ChiefFinancial Officer, however, his employment agreement is currently beingnegotiated. By offer letter (the “Rich Offer Letter”), Mr. Rich was offered anannual base salary of $300,000, which has been increased to $318,000, and anannual target bonus of $105,000. Mr. Rich is eligible to participate in theLTIBP, the details of which are currently being developed, however, under theRich Offer Letter, Mr. Rich has been offered 5,500 restricted shares of theCompany’s stock, with a three-year vesting period.
Under the terms of the Rich Offer Letter, Mr. Rich is entitled to life insurancewith a value up to $1 million and disability insurance with a value up to 60% ofhis annual base salary. The Company will match up to 50% of Mr. Rich’s maximumallowed contribution under the US Internal Revenue Code in a Company sponsored401(k) plan. Mr. Rich was also offered reimbursement of certain costs, includingbrokerage fees and closing documentation associated with the sale of his housein the US, up to a maximum value of $55,000. Upon termination of Mr. Rich’semployment, he is entitled to reasonable relocation costs to his place ofresidence in the US.
 

 

The Rich Offer Letter also states that Mr. Rich’s employment agreement shallinclude a change of control clause such that in the event of a change of controlin the Company, Mr. Rich shall receive a payment equal to two times his annualsalary.
During his employment with the Company, the Company will reimburse Mr. Rich forall Russian tax obligations to which he may be subject. Further, Mr. Rich willretain the actual and economic benefit of the Foreign Earned Income Exclusion(currently $80,000), and the Company will reimburse the difference representingthe amount of Russian tax that he will not be able to credit or deduct for UStax purposes.
Oleg Malis
Mr. Malis is employed by the Company as Senior Vice President and Director ofMergers and Acquisitions. Mr. Malis is paid an annual salary of $230,000 andhas an annual target bonus of $83,000.