Exhibit 10.2
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| June 26, 2024 | |
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Ric Fulop | | | |
Address: | | | |
Re: Desktop Metal, Inc. Severance Plan
Dear Mr. Fulop:
Reference is made to that certain Desktop Metal, Inc. Severance Plan (the “Plan”) and that certain Participation Notice, dated May 13, 2023 (the “Agreement”), entered into by and between you and Desktop Metal, Inc. (the “Company”) pursuant to which you were designated as a “Participant” in the Plan. Unless otherwise specified, all capitalized terms used herein, but not otherwise defined herein, shall have the meanings ascribed to them in the Plan or the Agreement, as applicable.
As you may be aware, the Company intends to enter into that certain Agreement and Plan of Merger (the “Merger Agreement”) with Nano Dimension Ltd., an Israeli company (“Buyer”), and [●], a Delaware corporation and wholly owned subsidiary of Buyer (“Merger Sub”), pursuant to which Merger Sub will be merged with and into the Company and, as a result, the Company will become a wholly owned subsidiary of Buyer (the “Transaction”). It should be noted that the Transaction, if consummated, would be a “Change in Control” for purposes of the Plan.
In order to consummate the proposed Transaction, you, the Company and the Buyer have agreed to the following matters with respect to your continued employment with the Company following the closing of the Transaction, including certain changes to the Plan and your participation thereunder which shall apply solely in connection with, and conditioned upon the closing of, the Transaction and not with respect to any other Change in Control that may occur in the future. Specifically, you, the Company and the Buyer agree as follows:
1. | The definition of “Qualifying Termination” in the Plan shall exclude any termination or resignation by you, the Participant, for “Good Reason” and therefore, during the 12 months following the closing of the Transaction (the “Post-Closing Employment Period”), you shall have no right to terminate your employment for “Good Reason”. If you terminate your employment with the Company, the Buyer or any affiliate thereof during the Post-Closing Employment Period, you will not be entitled to any benefits under the Plan or otherwise, other than the Accrued Benefits. |
In all other respects, the Plan and your Agreement shall remain unchanged and all other provisions of the Plan and your Agreement shall remain in effect unless and until the Plan is amended or terminated pursuant to its terms.
Please note that, as stated above, the changes made to the Plan and your Agreement only apply with respect to this proposed Transaction and will not apply to any other Change in Control that may occur in the future.
Please sign below indicating your acknowledgment and acceptance of the agreements set forth hereunder, and then forward the executed copy to me as soon as possible but no later than July 1 2024.
If you have any questions or concerns with regards to the foregoing, please feel free to contact me
Best Regards,