AMENDED AND RESTATED EMPLOYMENT AGREEMENT
This Amended and Restated Employment Agreement (the “Agreement”) is entered into as of May 12, 2023 (the “Effective Date”), by and between Robert Alpert (the “Executive”) and P10 Intermediate Holdings, LLC (the “Company”) on behalf of it and its parent, subsidiaries, successors, and assigns, including but not limited to P10, Inc. (“P10”), P10 Holdings, Inc. (“P10 Holdings”), and the Affiliated Entities (as defined below), (collectively with Executive, the “Parties”).
RECITALS:
WHEREAS, P10 Holdings, Inc. (“P10 Holdings”) and Executive entered into an Employment Agreement dated January 1, 2021, setting forth the terms and conditions of Executive’s employment as co-Chief Executive Officer of P10 Holdings (the “P10 Holdings Agreement”);
WHEREAS, P10 Holdings and its parent company, P10 underwent a corporate restructuring and, as a result, P10 Holdings desires to transfer Executive’s employment as co-Chief Executive Officer from P10 Holdings to the Company; and
WHEREAS, Company and Executive desire to enter into this Agreement, which shall supersede all prior employment terms and conditions with P10, P10 Holdings, the Company, and any Affiliated Entities (as defined below), including the P10 Holdings Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, representations, warranties, and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree as follows:
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Such payment and other consideration are subject to Executive’s execution and delivery of a general release (that is no longer subject to revocation under applicable law) of the Company, P10, all Affiliated Entities, and each of their respective officers, 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 fifteen (15) days following termination of employment; provided, however, that to the extent required by Code Section 409A (as defined below), if the fifteen (15) day period begins in one calendar year and ends in the second calendar year, all payments will be made in the second calendar year. The payments and benefits under this Section 5(b) shall immediately cease should Executive violate any of the obligations set forth in Section 6 below.
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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 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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(a) | to the Executive addressed as follows: |
Robert Alpert
4514 Cole Avenue, Suite 1600
Dallas, TX 75205
(b) | to the Company addressed as follows: |
P10 Intermediate Holdings, LLC
4514 Cole Avenue, Suite 1600
Dallas, TX 75205
Attention: Chief Financial Officer
with copies to:
BakerHostetler LLP
45 Rockefeller Center, 14th Floor
New York, New York 10111
Attention: Adam W. Finerman
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[Signature Page Follows]
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IN WITNESS WHEREOF, the Executive and the Company have executed this Employment Agreement as of the date first above written.
/s/ Robert Alpert
Robert Alpert
By:/s/ Amanda Coussens
P10 Intermediate Holdings, LLC
By:/s/ Scott Gwilliam
P10, Inc.
By:/s/ Amanda Coussens
P10 Holdings, Inc.
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EXHIBIT A- PERMITTED ACTIVITIES
1. | Collaborative Imaging, LLC - Chairman |
2. | Crossroads Systems, Inc. – Board Member |
3. | Elah Holdings, Inc. – Chairman |
4. | 210 Capital, LLC - Manager |
5. | Together with such future positions as Mr. Alpert may hold in the entities listed above.
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6. | All personal investing activities. |
Executive may hold other director or (non-executive) chairmanship positions from time to time in accordance with Section 2(c) of the Agreement.
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