Exhibit 10.27
Telephone: 000-000-0000 XXXXXX X. XXXXXXX
Xxxxxxxxx: 000-000-0000 VICE CHAIRMAN
[FAIRPOINT COMMUNICATIONS LOGO]
000 Xxxx Xxxxxxxx Xxxxxx
Xxxxxx 000
Xxxxxxxxx, XX 00000
November 21, 2002
Xxxx X. Xxxx
President
FairPoint Communications, Inc.
000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx 000
Xxxxxxxxx, Xxxxx Xxxxxxxx 00000
Dear Xxxx:
This letter agreement shall supplement and modify your
Employment Agreement with FairPoint Communications, Inc. dated as of
January 20, 2000 (the "Employment Agreement"). Except as set forth below,
your Employment Agreement remains unchanged and in full force and effect.
Should your employment be terminated on or before December 31, 2003 by the
Company without Cause (including upon a Change of Control), the existing
provisions in the Employment Agreement shall control.
1. Notwithstanding anything to the contrary in Paragraph 4(a)
of the Employment Agreement, in the event that your
employment with the Company is voluntarily terminated by you
at any time between the date of this letter agreement and
December 31, 2003 (the expiration date of the Employment
Agreement), you shall be entitled to receive, in a lump sum
payment from the Company, an amount equal to your Base
Salary as of the date of termination for the period from the
date of termination through December 31, 2003, plus all
accrued and unpaid Base Salary and benefits as of the date
of termination. At your election, however, should your
employment with the Company be voluntarily terminated by you
prior to December 31, 2002, you shall be entitled to
receive, in lieu of a lump sum payment as above provided,
periodic payments through December 31, 2002 pursuant to the
Company's customary payroll practices and a lump sum payment
of the remaining amount due and owing to you on the
Company's first regular paydate in 2003. In addition, the
Company shall maintain your long-term disability, term life
insurance and medical benefits described in Section 2(b)(iv)
of the Employment Agreement through December 31, 2003.
2. In the event that your employment with the Company is
terminated by you or by the Company other than for Cause
prior to December 31, 2003, you shall be entitled to
continue your use of the Company car assigned to you until
the expiration of its lease (approximately September 2003)
and you shall be entitled to continued reimbursement for
reasonable expenses and costs related to such vehicle.
3. Following expiration of your Employment Agreement at
December 31, 2003, you shall continue as an employee at
will, as provided in Section 1 of the Employment Agreement;
provided, however, that the $6,000 annual allowance for long
term disability and term life insurance premiums set forth
in Section 2(b)(iv) of the Employment Agreement shall
continue to be available to you, as will your use of a
Company automobile (with reasonable expense reimbursement
therefor). Should your employment be terminated thereafter
by the Company without Cause (including upon a Change of
Control), you shall be entitled to receive, in a lump sum
payment from the Company, an amount equal to your Base
Salary as of the date of termination for a period of twelve
(12) months, plus all accrued and unpaid base salary and
benefits as of the date of termination. In addition, the
Company shall maintain your long-term disability, term life
insurance and medical benefits described in Section 2(b)(iv)
of the Employment Agreement for a period of twelve (12)
months following the date of your termination.
If the foregoing is acceptable to you, please indicate your concurrence with the
terms of this letter agreement by signing below.
Sincerely,
/s/ Xxxx Xxxxxxx
Xxxx Xxxxxxx
/bcs
Accepted and Agreed the 22nd day of November 2002
/s/ Xxxx X. Xxxx
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Xxxx X. Xxxx
