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EMPLOYMENT AGREEMENT
This Employment Agreement (the “Employment Agreement”), is made and entered into as of November 11, 2022, by and between P10 Intermediate Holdings, LLC (the “Company”), and Amanda Coussens (the “Executive”).
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RECITALS:
WHEREAS, the Executive and the Company desire to memorialize the terms and conditions of the Executive’s employment with the Company and its affiliates by entering into an employment agreement;
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth below, it is hereby covenanted and agreed by the Company and the Executive as follows:
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4856-3367-9676.1
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such expenses and shall furnish such other documentation and accounting as the Company may from time to time reasonably request.
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employment hereunder at any time and for any reason whatsoever or for no reason at all in Executive’s sole discretion by giving twenty-one (21) days’ written notice pursuant to Section 10 of this Employment Agreement (“Voluntary Resignation”), but the Company may in its sole discretion waive Executive’s continued employment or right to compensation or benefits, except as provided in Section 5(b) of this Employment Agreement, during this notice period.
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directors, employees, agents, successors and assigns in a form satisfactory to the Company. All payments under this Section above shall begin to be made within sixty (60) days following Company’s receipt of executed fully effective non-revocable general release; provided, however, that to the extent required by Code Section 409A (as defined below), if the sixty (60) day period begins in one calendar year and ends in the second calendar year, all payments will be made in the second calendar year. Notwithstanding the foregoing, if the Company terminates the Executive’s employment without Cause, Executive’s employment ends after the Company provides a notice of non-renewal, or Executive terminates her employment for Good Reason, either (x) during a period of time when the Company is party to a fully executed letter of intent or a definitive corporate transaction agreement, the consummation of which would result in a Change of Control (defined below) or (y) within eighteen months following a Change of Control, then the severance payment under (i) shall equal the equivalent of eighteen (18) months of Base Salary and the reimbursement under (ii) shall continue for eighteen (18) months (“Change of Control Payment”).
For the avoidance of doubt, a corporate restructuring (i) whereby a new parent company is created and immediately following such transaction P10 is a direct or indirect wholly-owned subsidiary of
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such new parent company, whether through reorganization, merger, exchange or other corporate means, or (ii) in connection with or in preparation for an initial public offering, in each case, shall not be deemed to be a Change of Control.
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(12) month period preceding the termination of Executive’s employment.
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fees), damages or liabilities incurred by the Company as a result of a breach of the foregoing representation and warranty.
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4428 Mockingbird Parkway
Dallas, Texas 75205
P10 Intermediate Holdings, LLC 4514 Cole Avenue, Suite 1600
Dallas, TX 75205
Attention: Chief Executive Officer
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with copies to:
BakerHostetler LLP
45 Rockefeller Center, 14th Floor New York, New York 10111 Attention: Adam W. Finerman
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have been signed by each of the parties and delivered to the other party. Facsimile or .pdf signatures shall have the same force and effect as original signatures.
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IN WITNESS WHEREOF, the Executive and the Company have executed this Employment Agreement as of the date first above written.
Amanda Coussens
By: P10 Intermediate Holdings, LLC
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EXHIBIT A- PERMITTED ACTIVITIES
1. Serving on the Board of Granite Ridge Resources, Inc. (GRNT), a NYSE listed company