Exhibit 10.21
Separation and Mutual General Release
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This Separation and Mutual General Release (the "Agreement") is
made as of this 13th day of June, 2001 by and among Consoltex, Inc., a
Canadian corporation ("Consoltex," and together with its subsidiaries,
parents and affiliates, referred to jointly throughout the Agreement as
"the Company") and Xxxxxxxxxxx X. Xxxxxxxx ("Executive," and together with
the Company, "the Parties").
WHEREAS, Executive has been employed by the Company under terms
set forth in and contemplated by that certain "Consoltex Inc. Memorandum"
dated August 6, 1998 (the "Executive Offer Sheet," see Exhibit 1); and
WHEREAS, Executive's employment with the Company will be ended
voluntarily by both Parties (the "Separation") effective as of March 31,
2001 (the "Separation Date"); and,
WHEREAS, the Company and Executive desire to enter into this
Agreement in order to set forth the definitive rights and obligations of
the Parties in connection with the Separation.
NOW, THEREFORE, in consideration of the mutual covenants,
commitments and agreements contained herein, and for other good and
valuable consideration the receipt and sufficiency of which is hereby
acknowledged, the Parties intending to be legally bound hereby agree as
follows:
1. Acknowledgment of Separation. The Parties acknowledge and agree
that the Separation is effective as of March 31, 2001.
2. Resignation of Office. Effective as of the Separation Date,
Executive voluntarily resigns his position as President and Chief Executive
Officer of Consoltex, and from any and all other offices which he holds
with the Company.
3. Executive's Acknowledgment of Consideration. Executive
specifically acknowledges and agrees that certain of the obligations
created and payments made to him by the Company under this Agreement are
promises and payments to which he is not otherwise entitled under any law,
contract, agreement or understanding.
4. Payments Upon and After the Separation.
(a) Final Pay. As of the date hereof, Executive agrees
that he is in receipt of all outstanding final wages and accrued unused
vacation pay, minus applicable federal, state and local tax withholdings,
for services performed for the Company through and including the Separation
Date.
(b) Continuing Indemnification of Executive. Executive
shall receive all indemnification rights and benefits provided presently,
and in the future, to officers and directors of the Company for their
lawful actions on behalf of the Company.
(c) Severance Benefits. Beginning on and after the
Separation Date as set forth below, Executive (his heirs or assigns) shall
be entitled to receive the following severance benefits. Except for any
payments or benefits expressly required by statute or any contract or other
agreement with Executive, the payment or provision of such benefits by the
Company shall not represent any admission or concession by the Company that
such benefits are owed to Executive under any agreement or obligation that
might be asserted by or on behalf of Executive:
(i) Severance Pay. Subject to the conditions set
forth in this Subsection 4(c) and Executive's performance under this
Agreement, including without limitation, Executive's compliance with
Section 5 and Section 9 of this Agreement, Executive shall be entitled to
receive severance payments totaling $530,000.00 representing 24 months of
Executive's base salary at the rate in effect as of the Separation Date,
minus applicable tax withholdings. Monthly pro rata severance payments have
been timely paid beginning on the next regular payroll date following the
Separation Date, and shall continue on that same basis for 24 months;
provided, however, that at the Company's sole discretion all severance
payments may at any time be accelerated and paid in one lump sum, minus
applicable tax withholdings.
(ii) COBRA. Effective as of June 1, 2001 ("COBRA
Separation Date"), as required by the continuation coverage provisions of
Section 4980B of the U. S. Internal Revenue Code of 1986, as amended ("the
Code"), Executive shall be offered the opportunity to elect continuation
coverage under the group medical and dental benefit plans of the Company
("COBRA coverage"). The Company shall provide Executive with the
appropriate COBRA coverage notice and election form for this purpose. The
existence and duration of Executive's rights and/or the COBRA rights of any
of Executive's eligible dependents shall be determined in accordance with
Section 4980B of the Code.
(iii) Other Employee Benefits.
A. Executive's Computer. In exchange
for payment to the Company of $1.00 in consideration thereof, Executive may
retain as his own the laptop computer provided to him by the Company.
Executive shall be provided with a xxxx of sale from the Company, and the
Company shall be held harmless by Executive for any tax consequences
arising from his retention of this computer.
B. Executive's Automobile. Executive
acknowledges that he has been offered for purchase the automobile leased
for his use by the Company, at the leasing company's current "book value,"
but that he has declined this offer. [The Company acknowledges that
Executive has returned this automobile to the leasing company in acceptable
condition, save normal wear and tear, on or before the execution date of
this Agreement.
C. Executive's 401(K) Account. The
Parties acknowledge Executive's participation in the Company's 401(K) plan,
including contribution payments made into Executive's account by Executive
and the Company in all payroll periods through and including May 31, 2001.
The Parties agree that no further contributions will be made into this
account by either Party, and that Executive's rights, entitlements and
access to the funds in this account are controlled by law and the terms of
the Plan, as may be amended from time to time. Upon reasonable request or
as otherwise required by law, Executive will be supplied with information
by the Company about his account and the Plan.
D. Executive's SERP. The Company
acknowledges Executive's participation in the Company's Supplemental
Employee Retirement Plan ("SERP"), and his pension entitlements thereunder
in conformance with all legal requirements. Attached as Exhibit 2 to this
Agreement is a letter dated March 16, 2001, describing Executive's
entitlements and options under the SERP, which the Parties accept and
acknowledge as being accurate; provided, however, that nothing in this
Agreement or Exhibit 2 shall give rise to any claim against Company assets
in respect of Executive's SERP entitlements, if any.
E. Executive's Earned but Unused
Vacation. The Parties acknowledge and agree that Executive will receive as
payment for earned but unused vacation as of the Separation Date the sum of
$20,316.00, reduced pursuant to Subsection F of this Section 4(c)(3)(iii).
Subject to applicable withholdings, such amount will be paid to Executive
on the first payroll date following Executive's execution of this
Agreement, without regard to any decision by Executive to revoke this
Agreement pursuant to Section 6(b) hereof. It is acknowledged by the
Parties that this payment is a negotiated sum established in order to
resolve differences between the parties and avoid litigation, and,
therefore, does not create any binding precedent upon the Company as to
policy or method of calculating vacation pay in connection with future
employee separations.
F. Executive's Advance. The Parties
acknowledge that, prior to the Separation, Executive received a cash
advance from the Company in the amount of $15,000.00 for entertainment and
other permitted expense purposes. Executive further acknowledges the
current outstanding balance of this advance to be $6,580.95, which gross
amount shall be deducted from the net of Executive's accrued but unused
vacation pay described in the immediately preceding Subsection E.
5. Confidential Information; Non-Competition; Non-Solicitation.
(a) Executive acknowledges that the information,
observations and data, including but not limited to trade secrets, obtained
by him concerning the business and affairs of the Company during the course
of his employment with the Company, or that may be obtained in connection
with his assistance and cooperation with the Company as set forth in
Section 11 hereof, is the property of the Company. Executive agrees that he
will not, directly, wilfully or negligently disclose to any unauthorized
person or use for his own account any of such information, observations, or
data which is of a confidential or proprietary nature ("Confidential
Information") without the Company's written consent, unless, and to the
extent, that (i) the aforementioned matters become generally known to and
available for use by the public other than as a result of the Executive's
acts or omissions to act, or (ii) he is required to do so by order of a
court of competent jurisdiction (by subpoena or similar process), in which
event Executive shall reasonably cooperate with the Company in connection
with any action by the Company to limit or suppress such disclosure.
Executive represents, warrants and covenants that at no time prior to or
contemporaneous with his execution of this Agreement has he disclosed
Confidential Information to any unauthorized person or used such
Confidential Information for his own purposes or benefit.
(b) Executive acknowledges and agrees that because of his
knowledge of the Company's Confidential Information and because his
services to the Company were unique in nature, the Company would be
irreparably damaged if Executive were to provide similar services to any
person or entity competing with the Company in the apparel textile
manufacturing industry. Therefore, Executive agrees that, except as
otherwise expressly prohibited by law, for six (6) months following the
Separation Date ("the Non-Compete Period"), he shall not, directly or
indirectly, either for himself or for any other person or entity, permit
his name to be used by or participate in any business or enterprise
(including, without limitation, any division, group or franchise of a
larger organization) that engages or proposes to engage in the apparel
textile manufacturing industry in any of the markets or geographical
regions of the United States or Canada in which the Company does business,
or proposed to do business at the time of the Separation. For purposes of
this Agreement, the term "participate in" shall include, without
limitation, having any direct or indirect interest in any business entity,
whether as a sole proprietor, owner, stockholder, partner, joint venturer,
creditor or otherwise, or rendering any direct or indirect service or
assistance to any business entity (whether as a director, officer, manager,
supervisor, employee, agent, consultant or otherwise). Nothing herein will
prohibit Executive from mere passive ownership of not more than 2% of the
outstanding stock of any class of a publicly-held corporation whose stock
is traded on a national securities exchange or in the over-the-counter
market. As used herein, the phrase "mere passive ownership" shall include
voting or otherwise granting any consents or approvals required to be
obtained from such person as an owner of stock or other ownership interests
in any entity pursuant to the charter or other organizational documents of
such entity, but shall not include, without limitation, any involvement in
the day-to-day operations of such entity.
(c) Non-Solicitation of Company Personnel. During the
2-year period following the Separation, Executive shall not directly or
indirectly through another person, induce or attempt to induce any Company
employee to leave the employ of the Company, hire any Company employee
(whether or not solicited), or otherwise interfere with the relationship
between the Company and any of its employees.
(d) Executive understands and acknowledges that his
breach of this Section 5 will eliminate his entitlement to any Severance
Pay and all other benefits under this Agreement without affecting the
Company's rights hereunder. Executive further acknowledges that damages to
the Company for Executive's breach of this Section 5 would be both
significant and difficult to ascertain. Accordingly, the Parties agree that
in the event of such breach Executive shall be required to repay to the
Company as liquidated damages all payments made to him or on his behalf
pursuant to this Agreement.
6. General Release and Waiver
(a) General Release. Executive, for and on behalf of
himself and each of his heirs, executors, administrators, personal
representatives, successors and assigns, hereby acknowledges full and
complete satisfaction of and fully and forever releases, acquits and
discharges Consoltex, Inc., together with its subsidiaries, parents and
affiliates, and each of its and their past and present direct and indirect
stockholders, directors, members, partners, officers, employees, agents,
attorneys and representatives and their heirs, executors, administrators,
personal representatives, successors and assigns (collectively, the
"Releasees"), from any and all claims, demands, suits, causes of action,
liabilities, obligations, judgments, orders, debts, liens, contracts,
agreements, covenants and causes of action of every kind and nature,
whether known or unknown, suspected or unsuspected, concealed or hidden,
vested or contingent, in law or equity, existing by statute, common law,
contract or otherwise, which have existed, may exist or do exist, through
and including the execution and delivery by Executive of this Agreement
(but not including Executive's or the Company's performance under this
Agreement), including, without limitation, any of the foregoing arising out
of or in any way related to or based upon:
(i) Executive's application for and employment
with the Company, his being an officer or employee of the Company, or the
Separation;
(ii) any and all claims in tort or contract, and
any and all claims alleging breach of an express or implied, or oral or
written, contract, policy manual or employee handbook;
(iii) any alleged misrepresentation, defamation,
interference with contract, intentional or negligent infliction of
emotional distress, sexual harassment, negligence or wrongful discharge; or
(iv) any federal, state or local statute,
ordinance or regulation, including but not limited to the Age
Discrimination in Employment Act of 1987, as amended (the "ADEA").
(b) ADEA Consideration and Revocation Periods. Executive
acknowledges and affirms that he has been given all periods required by
law, including but not limited to 21 days from the date of his receipt of
this Agreement, to review and consider this Agreement, and that he has been
advised and has had to the opportunity to consult with counsel in respect
thereof. Executive further acknowledges that he has seven (7) days
following his signing of this Agreement (the "Revocation Period") to revoke
and cancel the release contained in this Section 6 with respect to claims
arising under the ADEA, and that such release shall remain subject to
revocation by Executive with respect to such claims until the Revocation
Period has expired.
(c) Acknowledgment of Waiver. Executive acknowledges and
agrees that he is waiving all rights to xxx or obtain equitable, remedial
or punitive relief from any or all Releasees of any kind whatsoever,
including, without limitation, reinstatement, back pay, front pay,
attorneys' fees and any form of injunctive relief.
(d) Effect of Release and Waiver. Executive understands
and intends that this Section 6 constitutes a general release of all claims
except as otherwise provided in Section 6(a), above, and that no reference
therein to a specific form of claim, statute or type of relief is intended
to limit the scope of such general release and waiver.
(e) Waiver of Unknown Claims. Executive expressly waives
all rights afforded by any statute which limits the effect of a release
with respect to unknown claims. Executive understands the significance of
his release of unknown claims and his waiver of statutory protection
against a release of unknown claims.
(f) Disclaimer of Benefits. Executive agrees that he will
not be entitled to or accept any benefit from any claim or proceeding
within the scope of this Agreement that is filed or instigated by him or on
his behalf with any agency, court or other government entity.
7. Mutuality. This Release is mutual, and the Company hereby
releases Executive from all claims and to the same extent as described in
the preceding Section 6.
8. Executive's Representations and Covenants Regarding Actions.
Executive represents, warrants and covenants to each of the Releasees that
at no time prior to or contemporaneous with his execution of this Agreement
has he filed or caused or knowingly permitted the filing or maintenance, in
any state, federal or foreign court, or before any local, state, federal or
foreign administrative agency or other tribunal, any charge, claim or
action of any kind, nature and character whatsoever ("Claim"), known or
unknown, suspected or unsuspected, which he may now have or has ever had
against any of the Releasees which is based in whole or in part on any
matter referred to in Section 6(a) above; and, subject to the Company's
performance under this Agreement, to the maximum extent permitted by law
Executive is prohibited from filing or maintaining, or causing or knowingly
permitting the filing or maintaining, of any such Claim in any such forum.
Executive hereby grants the Company his perpetual and irrevocable power of
attorney with full right, power and authority to take all actions necessary
to dismiss or discharge any such Claim. Executive further covenants and
agrees that he will not encourage any person or entity, including but not
limited to any current or former employee, officer, director or stockholder
of the Company, to institute any Claim against the Releasees or any of
them, and that except as expressly permitted by law or administrative
policy or as required by legally enforceable order he will not aid or
assist any such person or entity in prosecuting such Claim.
9. No Disparaging Remarks. Executive hereby covenants to each of
the Releasees and agrees that he shall not, directly or indirectly, make or
solicit or encourage others to make or solicit any disparaging remarks
concerning the Releasees (as defined in Section 6 of this Agreement), or
any of their products, services, businesses or activities. The Company
hereby covenants that none of its executives, officers or directors (while
in the employ or acting as directors of the Company) will, directly or
indirectly, make or solicit or encourage or authorize others to make or
solicit any disparaging remarks concerning Executive. Executive understands
that his breach of this Section 9, as determined by a court of competent
jurisdiction, shall eliminate his entitlement to any Severance Pay under
this Agreement, including such payments already received and Executive
shall be required to immediately return any such amounts in the event of a
breach.
10. No Conflict of Interest. Executive hereby covenants and agrees
that he shall not, directly or indirectly, incur any obligation or
commitment, or enter into any contract, agreement or understanding, whether
express or implied, and whether written or oral, which would be in conflict
with his obligations, covenants or agreements hereunder or which could
cause any of his representations or warranties made herein to be untrue or
inaccurate.
11. Assistance, Cooperation, Future Litigation.
(a) Executive's Business Assistance and Cooperation.
Executive shall make himself reasonably available to assist and cooperate
with the Company in connection with any internal and/or independent review
of the Company's financial policies, procedures and activities in respect
of all periods during which Executive was employed by the Company.
(b) Executive's Litigation Assistance and Cooperation.
Executive acknowledges and affirms his understanding that he may be a
witness in litigation, arbitrations, government or other administrative
proceedings involving the Company and/or the other Releasees. Executive
hereby covenants and agrees to testify truthfully in any and all such
litigation, arbitrations, government or administrative proceedings.
Executive further covenants and agrees, upon prior notice and for a
consulting services fee of $150.00 per hour, to make himself available to
and otherwise reasonably assist and cooperate with the Company and/or such
other Releasees and with its or their respective attorneys and advisors in
connection with any such litigation or proceeding. The Company will make
reasonable efforts to insure that such assistance and cooperation will not
materially interfere with Executive's employment and business
responsibilities.
(c) Executive's Expenses. Executive shall be entitled to
reimbursement of any reasonable pre-approved out-of-pocket expenses for
travel, lodging, meals and other transportation incurred by him in relation
to any cooperation supplied by Executive as described in this Section 11.
12. Confidentiality. The Company and Executive agree that the
terms and conditions of this Agreement are to be strictly confidential,
except that Executive may disclose the terms and conditions to his family,
attorneys, accountants, tax consultants, state and federal tax authorities
or as may otherwise be required by law. The Company may disclose the terms
and conditions of this Agreement as the Company deems necessary to its
officers, employees, board of directors, insurers, attorneys, accountants,
state and federal tax authorities, or as may otherwise be required by law.
Executive asserts that he has not discussed, and agrees that except as
expressly authorized by the Company he will not discuss, this Agreement or
the circumstances of his Separation with any Company employee, and that he
will take affirmative steps to avoid or absent himself from any such
discussion even if he is not an active participant therein. EXECUTIVE
ACKNOWLEDGES THE SIGNIFICANCE AND MATERIALITY OF THIS PROVISION TO THIS
AGREEMENT, AND HIS UNDERSTANDING THEREOF.
13. Return of Corporate Property; Conveyance of Information.
(a) Corporate Property. Executive hereby represents and
covenants that as of the date of this Agreement he has returned all
documents, keys, credit cards (without further use thereof), and all other
items which are the property of the Company and/or which contain
Confidential Information; and, in the case of documents, has returned any
and all materials of any kind and in whatever medium evidenced, including,
without limitation, all hard disk drive data, diskettes, microfiche,
photographs, negatives, blueprints, printed materials, tape recordings and
videotapes.
(b) Information. Executive hereby acknowledges and
affirms that he possesses intellectual information regarding the Company
and its businesses and operations. In addition to the obligation to turn
over any physical embodiment of such information as defined in the Federal
Rules of Civil Procedure and pursuant to Section 13(a), above, and to keep
such information strictly confidential pursuant to Section 5, above,
Executive agrees to make himself available from time to time at the
Company's request (during normal business hours and with reasonable prior
notice) to discuss such information and to answer questions relating
thereto.
14. Remedies. Executive hereby acknowledges and affirms that in
the event of any breach by Executive of any of his covenants, agreements
and obligations hereunder, monetary damages would be inadequate to
compensate the Releasees or any of them. Accordingly, in addition to other
remedies which may be available to the Releasees hereunder or otherwise at
law or in equity, any Releasee shall be entitled to specifically enforce
such covenants, obligations and restrictions through injunctive and/or
equitable relief, in each case without the posting of any bond or other
security with respect thereto. Should any provision hereof be adjudged to
any extent invalid by any court or tribunal of competent jurisdiction, each
provision shall be deemed modified to the minimum extent necessary to
render it enforceable.
15. Acknowledgment of Voluntary Agreement. Executive hereby
acknowledges and affirms that he is entering into this Agreement knowingly
and voluntarily, without coercion or duress of any sort, in order to
receive the payments and other consideration from the Company as set forth
herein.
16. Complete Agreement; Inconsistencies. This Agreement
constitutes the complete and entire agreement among Executive and the
Company with respect to the subject matter hereof, and supersedes in its
entirety any and all prior understandings, commitments, obligations and/or
agreements, whether written or oral, with respect thereto; it being
understood and agreed that this Agreement and including the mutual
covenants, agreements, acknowledgments and affirmations contained herein,
is intended to constitute a complete settlement and resolution of all
matters set forth in Section 6 hereof.
17. No Strict Construction. The language used in this Agreement
shall be deemed to be the language mutually chosen by the Parties to
reflect their mutual intent, and no doctrine of strict construction shall
be applied against any Party.
18. Third Party Beneficiaries. The Releasees are intended
third-party beneficiaries of this Agreement, and this Agreement may be
enforced by each of them in accordance with the terms hereof in respect of
the rights granted to such Releasees hereunder. Executive's heirs or
assigns also are intended third-party beneficiaries with respect to the
payments set forth in Section 4 of this Agreement in the event of
Executive's death, and this Agreement may be enforced by each of them in
accordance with the terms of that Section 4 in respect of the rights
granted to such heirs or assigns therein. Except and to the extent set
forth in the preceding two sentences, this Agreement is not intended for
the benefit of any person other than the Parties, and no such other person
shall be deemed to be a third party beneficiary hereof. Without limiting
the generality of the foregoing, it is not the intention of the Company to
establish any policy, procedure, course of dealing or plan of general
application for the benefit of or otherwise in respect of any other
employee, officer, director or stockholder, irrespective of any similarity
between any contract, agreement, commitment or understanding between the
Company and such other employee, officer, director or stockholder, on the
one hand, and any contract, agreement, commitment or understanding between
the Company and Executive, on the other hand, and irrespective of any
similarity in facts or circumstances involving such other employee,
officer, director or stockholder, on the one hand, and the Executive, on
the other hand.
19. Tax Withholdings. Notwithstanding any other provision herein,
the Company shall be entitled to withhold from any amounts otherwise
payable hereunder to Executive any amounts required to be withheld in
respect of federal, state or local taxes.
20. Governing Law. All issues and questions concerning the
construction, validity, enforcement and interpretation of this Agreement
shall be governed by, and construed in accordance with, the laws of the
State of New York, without giving effect to any choice of law or conflict
of law rules or provisions (whether of the State of New York or any other
jurisdiction) that would cause the application hereto of the laws of any
jurisdiction other than the State of New York. In furtherance of the
foregoing, the internal law of the State of New York shall control the
interpretation and construction of this Agreement, even though under any
other jurisdiction's choice of law or conflict of law analysis the
substantive law of some other jurisdiction may ordinarily apply.
21. Severability. The invalidity or unenforceability of any
provision of this Agreement shall not affect the validity or enforceability
of any other provision of this Agreement, which shall otherwise remain in
full force and effect.
22. Counterparts. This Agreement may be executed in separate
counterparts, each of which shall be deemed to be an original and all of
which taken together shall constitute one and the same agreement. It is not
necessary that the Company sign this Agreement for it to become binding
upon the Company and Executive.
23. Successors and Assigns. The Parties' obligations hereunder
shall be binding upon their successors and assigns. The Parties' rights and
the rights of the other Releasees shall inure to the benefit of, and be
enforceable by, any of the Parties' and Releasees' respective successors
and assigns. The Company may assign all rights and obligations of this
Agreement to any successor in interest to the assets of The Company. In the
event that The Company is dissolved, all obligations of The Company under
this Agreement shall be provided for in accordance with applicable state
law.
24. Amendments and Waivers. No amendment or waiver shall be
binding upon any party hereto unless consented to in writing by such party.
25. Headings. The headings of the Sections and subsections hereof
are for purposes of convenience only, and shall not be deemed to amend,
modify, expand, limit or in any way affect the meaning of any of the
provisions hereof.
26. Waiver of jury trial. Each of the Parties hereby waives its
rights to a jury trial of any claim or cause of action based upon or
arising out of this agreement or any dealings between the Parties relating
to the subject matter hereof. Each of the Parties also waives any bond or
surety or security upon such bond which might, but for this waiver, be
required of the other party. The scope of this waiver is intended to be
all-encompassing of any and all disputes that may be filed in any court and
that relate to the subject matter of this agreement, including, without
limitation, contract claims, tort claims, breach of duty claims, and all
other common law and statutory claims. EACH OF THE PARTIES ACKNOWLEDGES
THAT THIS WAIVER IS A MATERIAL INDUCEMENT TO ENTER INTO THIS AGREEMENT,
THAT EACH HAS ALREADY RELIED ON THIS WAIVER IN ENTERING INTO THIS AGREEMENT
AND THAT EACH WILL CONTINUE TO RELY ON THIS WAIVER IN ITS RELATED FUTURE
DEALINGS. Each of the Parties further represents and warrants that he or it
has had an adequate opportunity to consider this waiver and to consult with
legal counsel with respect hereto, and that he or it knowingly and
voluntarily waives its jury trial rights. This waiver is irrevocable,
meaning that it may not be modified either orally or in writing, and the
waiver shall apply to any subsequent amendments, renewals, supplements or
modifications to this agreement. In the event of litigation, this agreement
may be filed as a written consent to a trial by the court.
* * * * *
IN WITNESS WHEREOF, the Parties have executed this Separation and
Mutual General Release Agreement effective as of the date of the first
signature affixed below or as otherwise provided in this Agreement. This is
a two-page signature page, consisting of the Executive's signature
immediately below and the Company's signature on the following page.
READ CAREFULLY BEFORE SIGNING
I have read this Separation and Mutual General Release Agreement and have
had the opportunity to consult legal counsel prior to my signing of this
Agreement. I understand that by executing this Agreement I will relinquish
any right or demand I may have against the Releasees or any of them.
DATED: June 13, 2001 By: /s/Xxxxxxxxxxx X. Xxxxxxxx
----------------------------- --------------------------
Subscribed and Sworn To Before Me at
New York, New York
This 13th day of June, 2001
/s/Xxxxxx X. Xxxxxxx
-------------------------------------
Notary Public SEAL
My Commission expires: May 31, 2000
-------------
* * * * * * * * * * * * * * * * * * * * * * * * *
DATED:_________________ By:___________________________
Consoltex, Inc.
By: Xxxx X. Xxxxxxxx
President and Chief
Operating Officer
Subscribed and Sworn To Before Me at
__________________, Xxxxx Xxxxxxx, Xxxxxx, Xxxxxx
This ___ day of _________________, 2001
______________________________________________
Commissioner of Oaths, if Canada SEAL
My Commission expires:___________________
IN WITNESS WHEREOF, the Parties have executed this Separation and
Mutual General Release Agreement effective as of the date of the first
signature affixed below or as otherwise provided in this Agreement. This is
a two-page signature page, consisting of the Executive's signature
immediately below and the Company's signature on the following page.
READ CAREFULLY BEFORE SIGNING
-----------------------------
I have read this Separation and Mutual General Release Agreement and have
had the opportunity to consult legal counsel prior to my signing of this
Agreement. I understand that by executing this Agreement I will relinquish
any right or demand I may have against the Releasees or any of them.
DATED:_________________ By:_________________________________
Subscribed and Sworn To Before Me at
__________________, New York
This ___ day of _________________, 2001
_______________________________________
Notary Public SEAL
My Commission expires:_________________
* * * * * * * * * * * * * * * * * * * * * * * * *
DATED: June 13, 2001 By: /s/Xxxx X. Xxxxxxxx
----------------------------- ------------------------------
Consoltex, Inc.
By: Xxxx X. Xxxxxxxx
President and Chief
Operating Officer
Subscribed and Sworn To Before Me at
Xxxxx Xxxxxxx, Xxxxxx, Xxxxxx
This 13th day of June, 2001
/s/Xxxxx Xxxxxxxxxxx
--------------------------------------------
Commissioner of Oaths, if Canada SEAL
My Commission expires: April 12, 2002
---------------------
