Exhibit 6.5
September 7,2017
C.MarkPickrell, Esq.
111Brookfield Avenue
Nashville,Tennessee37205
Re:Employmentby Virtuoso Surgical,Inc.
DearMark:
It ismy pleasure toformally offeryouemploymentwithVirtuoso Surgical,Inc.(the“Company”), effectiveSeptember1,2017.This letter serves asa memorandumregardingthetermsand conditions of your employment.Yourjob title willbeGeneralCounsel& Chief Administrative Officer.Yourjob dutiesshallinclude the provisionof generallegaladvicetothemanagementandBoard of the Company and the administrationoftheday-to-daybusinessoperations oftheCompany.
Terms
Thisis apart-time, salariedposition. Youareexpected to devote 1/2 ofyourworkingeffortstoworkon behalfof the Company.Your salaryshall be$4,167.00permonth,payable(lesstaxwithholdings)intwo equal installments, semi-monthly,on the first businessday afterthe15thof each month, andthe lastbusinessdayofeach month.Expensereimbursementsarepayable onthelastbusinessday ofeach month.
Youareentitledto onedayofpaid time off(whetherfor vacation, personal days, orsickness) foreachmonth ofservice, whichyoucanaccumulatethroughouteachcalendaryear.Attheendof eachcalendar year, any accumulateddaysofpaidtimeoff thatarenotusedshall lapse, andtheyarenotreimbursablein cashorany other consideration.Anyadditionaldaystakenoff,exceptforsickness,mayresultinapro-rata reductioninpay. Additional days taken offfor sickness shallbeaccountedfor underthe Family and Medical Leave Act of1993.
Youarenot expectedtowork onfederal holidays or weekends.Intheeventthatyoudoworkona federal holidayorpartof a weekend, youmay accrueuptosix additionaldays of comp paid timeoffin anygivencalendaryear.As withregular paid time off,any accumulateddays of comppaid time off that are notused arelost attheendofeachcalendaryear,andthey arenot reimbursableincashoranyotherconsideration.
In light of the Company’s funding by the NIH, you will be required to keep a log of your work hours and effort. You will remain a salaried employee, even though you are keeping track of your time for report to the NIH.
Your employment is “at will,” meaning that you can cease working for the company at any time that you choose, and the Company may terminate your employment at any time.
Intellectual Property
During the course of your employment by the Company, it is anticipated that you will create original works of authorship or invention that may constitute protectable intellectual property. Any works of authorship or invention, or any other protectable form of intellectual property, that you develop as part of your work for the Company shall be and remain the property of the Company to the fullest extent permissible by law.
Medical Subsidy Payments
The Company will not provide health insurance plans for its employees. Should you be eligible to join a health insurance plan (of a spouse, parent, etc.), the company will provide a $150 monthly subsidy payment, payable to you for deposit into a Health Savings Account on the last business day of each calendar month during the period of your employment. In the event that you are not eligible to join a health insurance plan through other means, the Company will increase its monthly subsidy payment to $250 per person, for up to a four person family plan (with a maximum payment of $1000/month) that you may select at your discretion. You must notify the Company in writing to request a change in medical subsidy payment.
□ | I will join an eligible health insurance plan (of a spouse, parent, etc.) and will receive the $150/month medical subsidy payment. | |
□ | I am not eligible to join another health insurance plan and will pursue my own health insurance with family members on the plan. I would like to receive the $250 monthly subsidy per person on the plan and understand that the maximum monthly payment is $1000 per month. | |
□ | I do not wish to receive a medical subsidy payment. |
Professional Licensure
The Company will pay professional licensure fees and taxes, including Continuing Legal Education fees and expenses, up to $1,000 per year.
Retirement Plan
The Company will pay 4% of your annual salary (prorated for partial years of employment) expressly for retirement saving. This is not a match program, and it must be used for retirement savings through a traditional IRA. The company will not manage or select the retirement plan for you, and the payment will be made to the agent designated by you in one lump sum at the end of each calendar year.
Ifyouhaveanyquestions or concernsregardingtheseterms,pleaselet meknow. I look forwardto working with you.
VIRTUOSO SURGICAL, INC. | ||
By: | /s/ Richard Hendrick | |
Richard Hendrick | ||
Chief Operating Officer |
Agreed to and Accepted By:
/s/ C. Mark Pickrell | |
C. Mark Pickrell |