1 EXHIBIT 10 [Ferrofluidics Corporation Letterhead] October 1, 1993 Mr. Alvan F. Chorney 32 Foxfire Drive Sharon, MA 02067 Dear Mr. Chorney: This letter sets forth our understanding with respect to severance pay to which you would be entitled in the event of termination of your employment under certain circumstances. In the event that your employment with the Company is terminated by the Company other than by reason of your death, disability or for cause, you will be entitled to receive severance pay ("Severance Payment") for a period of eighteen months at a rate equal to the higher of (i) $150,000 per annum or (ii) your annual salary rate at the time of termination. The Severance Payment shall be paid to you in 39 equal bi-weekly payments, commencing with the first pay date of the Company following your termination of employment. For purposes of this Agreement, in the event you shall be totally disabled from performing your duties with the Company for a consecutive period of thirteen weeks, the Board of Directors may terminate your employment after one (1) month prior written notice to you, in which event the Company shall not be liable to pay you any further compensation or the severance payment. This Letter Agreement does not change in any way the at-will nature of your employment with the Company, nor does it supersede the Non-Disclosure Agreement dated January 29, 1990 between you and the Company which remains in full force and effect. This Letter Agreement shall in all respects be interpreted, enforced, governed and construed by and under the laws of the State of New Hampshire, exclusive of the conflicts of laws provisions thereof. 2 Mr. Alvan F. Chorney October 1, 1993 Page Two This Letter Agreement represents our entire understanding regarding the terms of your severance from the Company and supersedes any prior understandings or agreements between you and the Company or any of its representatives regarding the terms of your severance from the Company. This Agreement may not be modified, altered or changed except by a written instrument, altered or changed except by a written instrument duly signed by the parties. Please signify your agreement to the terms of this Letter Agreement by signing in the space provided. Sincerely, FERROFLUIDICS CORPORATION By: /s/ Paul F. Avery, Jr. ------------------------------- Paul F. Avery, Jr. Chief Executive Officer Agreed to: /s/ Alvan F. Chorney - ----------------------------- Alvan F. Chorney