Exhibit 10.2.7
THE DOE RUN RESOURCES CORPORATION
1801 PARK 270 DRIVE
ST. LOUIS, MISSOURI
63146
August 24, 2006
Theodore P. Fox III
49 Pacland Estates Dr.
Chesterfield, MO
63005
Re:
Net Worth Appreciation Agreement ("Agreement")
Dear Mr. Fox:
This letter, sets forth the agreement between you and The Doe Run Resources
Corporation, (the "Company") with respect to your Net Worth Appreciation
Benefit, intended to constitute additional incentive compensation to you as an
employee of the Company.
The base date of this Agreement shall be November 1
(the "Base Date"), 2006 (the "Base Year").
1.
VESTING.
ON THE BASE DATE IN 2009, PROVIDED THAT YOU HAVE BEEN
CONTINUOUSLY IN THE EMPLOY OF THE COMPANY FROM THE BASE DATE IN 2006 THROUGH
SUCH DATE, YOU SHALL RECEIVE A NET WORTH APPRECIATION CREDIT OF 0.6% AND ON THE
BASE DATE IN EACH OF THE YEARS 2010 AND 2011 YOU SHALL RECEIVE AN ADDITIONAL NET
WORTH APPRECIATION CREDIT OF 0.2%, PROVIDED THAT YOU HAVE BEEN CONTINUOUSLY IN
THE EMPLOY OF THE COMPANY FROM THE BASE DATE IN 2006 TO THE APPLICABLE BASE
DATE, UP TO A MAXIMUM CREDIT, IF YOU REMAIN IN THE EMPLOY OF THE COMPANY
CONTINUOUSLY THROUGH THE BASE DATE IN 2011, OF 1.0% (THE "MAXIMUM CREDIT").
THE
AGGREGATE NUMBER OF NET WORTH APPRECIATION CREDITS RECEIVED ON OR PRIOR TO A
GIVEN DATE SHALL BE HEREINAFTER REFERRED TO AS "VESTED CREDITS".
YOU SHALL NOT
RECEIVE ANY CREDIT UNLESS YOU HAVE REMAINED IN THE EMPLOY OF THE COMPANY FROM
THE BASE DATE IN 2006 CONTINUALLY UNTIL THE BASE DATE IN 2009, AND THEREAFTER
YOU SHALL NOT RECEIVE CREDIT FOR ANY PARTIAL YEAR, PROVIDED THAT (A) IF YOUR
EMPLOYMENT TERMINATES DUE TO DEATH OR DISABILITY (AS DEFINED BELOW) PREVENTING
YOU FROM PERFORMING YOUR USUAL EMPLOYMENT FUNCTIONS AND DUTIES PRIOR TO THE BASE
DATE IN 2009, YOU SHALL RECEIVE A CREDIT OF 0.6%, AND (B) IF YOUR EMPLOYMENT
TERMINATES AFTER THE BASE DATE IN 2009 AND BEFORE THE BASE DATE IN 2011, DUE TO
DEATH OR DISABILITY (AS DEFINED BELOW), YOU SHALL RECEIVE A CREDIT OF 0.2% FOR
THE PARTIAL YEAR IN WHICH THE TERMINATION TAKES PLACE (IN ADDITION TO ALL
CREDITS PREVIOUSLY ACCRUED UNDER THIS AGREEMENT).
FOR PURPOSES OF THIS
AGREEMENT, "DISABILITY" SHALL MEAN A PHYSICAL OR MENTAL IMPAIRMENT THAT CAN BE
EXPECTED TO RESULT IN DEATH OR TO LAST FOR AT LEAST 12 MONTHS, AND THE
IMPAIRMENT EITHER: (1) PREVENTS THE EMPLOYEE FROM ENGAGING IN ANY SUBSTANTIAL
GAINFUL ACTIVITY; OR (2) ENTITLES THE EMPLOYEE TO RECEIVE INCOME REPLACEMENT
BENEFITS FOR AT LEAST 3 MONTHS UNDER AN ACCIDENT AND HEALTH PLAN SPONSORED BY
THE COMPANY.
2.
TREATMENT OF MATTERS IN CALCULATION OF BENEFITS.
(A)
FOR THE PURPOSES OF CALCULATING THE BENEFITS PAYABLE UNDER THIS AGREEMENT,
THE COMPANY WILL CONTINUE TO CALCULATE FEDERAL CORPORATE INCOME TAXES AND THE
CORPORATE INCOME TAXES FOR THOSE JURISDICTIONS IN WHICH THE COMPANY AND ITS
SUBSIDIARIES DO BUSINESS, FOR THE FISCAL PERIODS OR PORTIONS THEREOF BEGINNING
ON OR AFTER THE BASE DATE IN 2006, AS IF THE COMPANY HAD COMMENCED