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![LOGO](https://capedge.com/proxy/8-K/0001193125-23-166572/g522724dsp2.jpg) | | 1400 Shoals Way Portland TN. 37148 | | +1 615.451.1400 sales@shoals.com www.shoals.com |
(ii) On the Start Date, a grant of RSUs valued at approximately $1,100,000, calculated based on the Fair Market Value of the Company’s Common Stock on the Start Date, vesting in full on the one-year anniversary of the grant date, subject to continued employment through such vesting date.
(e) Business Expenses. The Company will reimburse you for your reasonable and documented out-of-pocket business-related expenses actually incurred in the performance of your duties under this letter agreement, so long as such expenses are consistent with the Company’s expense policy as in effect from time to time, and you timely submit all documentation for such expenses, as required by such policy.
(f) Relocation.
(i) Relocation Expenses. Unless otherwise mutually agreed to in writing between you and the Company, you hereby acknowledge and agree to relocate to the metropolitan area of the Company’s corporate headquarters (the “Metro Area”) prior to December 31, 2025; provided, that the date of such relocation will be determined in good faith by you and the Company (the actual date of such relocation, the “Relocation Date”). Upon the execution of a written document by you and an authorized signatory of the Company which sets forth the mutually agreed-upon Relocation Date (which, for the avoidance of doubt, will be no later than December 31, 2025), the Company will pay you a single lump sum cash payment equal to $200,000 on the first payroll following such execution, subject to your continued employment through such payment date, with such payment to be used by you for relocation expenses incurred as a result of your relocation to the Metro Area (the “Relocation Expenses”). Following receipt of the Relocation Expenses, in the event that (A) your employment with the Company is terminated by the Company for Cause or by you without Good Reason, or (B) you fail to relocate to the Metro Area, in each case, prior to December 31, 2025, you will be required to repay the full amount of the Relocation Expenses to the Company within 30 days following the date of such termination or December 31, 2025, as applicable. For the avoidance of doubt, in the event you and the Company do not determine the Relocation Date in good faith and execute a written document setting forth the mutually agreed-upon Relocation Date in accordance with this Section 3(f)(i), in each case, prior to December 31, 2025, you will not be eligible to receive any portion of the Relocation Expenses.
(ii) Commuting Expenses. Unless otherwise mutually agreed to in writing between you and the Company, subject to Section 3(e) above, the Company will reimburse you for the following reasonable and documented out-of-pocket expenses actually incurred by you: (A) transportation expenses incurred as a result of your travel between your residence in Marietta, Georgia and one of the Company’s offices in Tennessee, California or Alabama during the period commencing as of the Start Date and ending on the earlier of the Relocation Date and December 31, 2025 (such period, the “Commuting Period”); and (B) temporary lodging expenses (e.g., hotel room, corporate housing, or similar accommodations) incurred while working in one of the Company’s offices in Tennessee, California or Alabama during the Commuting Period. For the avoidance of doubt, notwithstanding anything to the contrary set forth herein or in a written Company policy, any meal expenses incurred by you during the Commuting Period will not be reimbursable.