Exhibit 10.2
SARCOS CORP.
PROMOTION AGREEMENT
Date: 02/24/2022
To: Denis Garagic
Re: Position/Title/Leader & Salary Change
Dear Denis,
On behalf of Sarcos Corp. ("Sarcos"), I am pleased to provide you with the following change of position & salary. Your new position/title will be Chief Technology Officer. Your new leader and person to report to will be Kiva Allgood, CEO of Sarcos. This is a Full-Time, Salary, Exempt position and will require you to dedicate your full-time attention to fulfill your designated time, duties, and obligations to Sarcos.
Compensation and Start Date:
Employee Proprietary Information and Inventions Agreement:
In exchange for the consideration of your continued employment, you agree to continue to abide by the terms of the Sarcos Employee Intellectual Property Agreement you signed, dated May 29, 2020.
Employment at Will:
By signing this promotion letter, you understand and agree your employment will continue at-will. Therefore, your employment can terminate, with or without cause, and with or without notice, at any time, at your option or Sarcos’ option, and Sarcos can terminate or change all terms and conditions of your employment, with or without cause, and with or without notice, at any time. This at-will relationship will remain in effect throughout your employment with Sarcos or any of its subsidiaries or affiliates. The at-will nature of your employment, as set forth in this paragraph, can be modified only by a written agreement signed by both Sarcos and you, which expressly alters it. This at-will relationship may not be modified by any oral or implied agreement, or by any policies, practices, or patterns of conduct.
Arbitration of Claim:
The arbitration procedure will afford you and Sarcos the full range of statutory remedies. Sarcos and you will be entitled to discovery sufficient to adequately arbitrate any covered claims, including access to essential documents and witnesses, as determined by the arbitrator and subject to limited judicial review. In order for any judicial review of the arbitrator’s decision to be successfully accomplished, the arbitrator will issue a written decision that will decide all issues submitted and will reveal the essential findings and conclusions on which the award is based. The party that is not the substantially prevailing party, which determination shall be made by the arbitrator in the event of ambiguity, shall be responsible for paying for the arbitration filing fee and the arbitrator’s fees.
Nothing contained in this section will limit Sarcos’ or your right to seek relief in any court of competent jurisdiction with respect to the matters set forth in the Sarcos Employee Intellectual Property and Non-Compete Agreement. We specifically agree that disputes under the “Sarcos Employee Proprietary Information and Inventions Agreement” will not be subject to arbitration unless both parties mutually agree to arbitrate such disputes.
Entire Agreement:
This promotion letter and the Sarcos Employee Intellectual Property and Non-Compete Agreement constitute the entire agreement, arrangement and understanding between you and Sarcos on the nature and terms of your employment with Sarcos. Also, by your execution of this promotion letter, you affirm no one has made any written or verbal statement that contradicts the provisions of this promotion letter. In addition, the covenants contained in the Sarcos Employee Intellectual Property and Non-Compete Agreement will supersede the provisions of any other similar covenant contained in any other document or agreement to the extent of any conflict. This promotion letter may be executed in counterparts, each of which (including any signature transmitted via facsimile or email) shall be deemed to be an original, and all of which together shall constitute one instrument.
We'd like to thank you for your continued dedication to Sarcos. We value you and the knowledge you bring to our organization. Please sign below to acknowledge and accept these changes.
Best Regards,
Signed by: /s/ Laura Langehaug Date: Feb 28, 2022
Title: Executive Vice President, People Success
Accepted by: /s/ Denis Garagic Date: Feb 28, 2022
Title: Chief Technology Officer