RE: Chuck Decker

I don't know if you heard, but Kim and I spoke with him, and he is ok with everything. I guess you can consider this one closed, except that I would appreciate it if you would complete a performance review on him and forward it to Kim and me for review and placement in the file. Thanks!

-----Original Message-----
From: Herndon, Rogers
Sent: Thursday, July 26, 2001 6:45 PM
To: Cash, Michelle
Cc: Melodick, Kim
Subject: RE: Chuck Decker

Michelle -

This is weird, but he signed today and said he would coordinate with Kim Melodick to get in touch with you for you to explain the intent of Section 5.5. He indicated that he had a 7 day out provision in case he did not get comfortable. When I indicated that I could explore the possibility of offering an agreement without the language but at 1/2 the pay-out I think he got scared. I think he must have another opportunity in the wings that he does not want to miss.

Please let me know the outcome.

Rogers

-----Original Message-----
From: Cash, Michelle
Sent: Thursday, July 26, 2001 5:22 PM
To: Herndon, Rogers; Melodick, Kim
Subject: RE: Chuck Decker

FYI -- He tried to call me today, but missed me. I have returned his call and left a voice mail for him. I'll let you know if we have a chance to visit. Michelle

-----Original Message-----
From: Herndon, Rogers
Sent: Thursday, July 26, 2001 1:33 PM
To: Melodick, Kim
Cc: Cash, Michelle
Subject: Chuck Decker

Kim/Michelle -

Chuck will be contacting you on the non-solicitation language. I asked him to coordinate directly as I am in meetings all day and would just hold up the process.

Chuck started out y-day indicating that he just could not live with the language and then this am I told him that If he couldn't live with the language I would ask whether or not we could offer them the 1/2 Restructuring package. when he realized that he may be stuck with a package that would yield 1/2 the $$$ he changed his tune. Now he is saying that all he needs is assurance that our intent is not to keep him out of work at a competitor. In fact, he said he REALLY wanted to sign this today.

I think all we need to do is explain our intent with the non-solicitation language. I do not feel we should change the language for him but would like to see us come to an agreement.

Thanks,
Rogers