AGREEMENT
THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of the
26th day of June, 2002, by and between DRS TECHNOLOGIES, INC., a Delaware
corporation (the "Company"), having an address at 0 Xxxxxx Xxx, Xxxxxxxxxx, Xxx
Xxxxxx and Xxxxxx X. Xxxxxx, (the "Executive"), currently residing at 00 X'Xxxxx
Xxxxx, Xxxxxxxxxx, XX 00000.
WHEREAS, the Executive desires to enter into an agreement of employment with
the Company in accordance with the terms and conditions set forth herein; and
WHEREAS, the Company desires to employ the Executive as its Executive Vice
President, Business Operations & Strategy in accordance with the terms and
conditions set forth herein;
NOW THEREFORE, in consideration of the premises and mutual agreements herein
contained, the parties hereto, intending legally to be bound, hereby agree as
follows:
1. TERM OF EMPLOYMENT. The initial term of employment shall begin on the date
set forth above (the "Effective Date") and shall continue in effect until
the second anniversary of the Effective Date (such period being the "Initial
Term"). On the first anniversary of the Effective Date and on subsequent
anniversaries, this Agreement shall automatically be renewed for successive
one year periods, unless at least ninety (90) days prior to the end of each
renewal date either party hereto gives written notice to the other party of
its intention not to renew this Agreement and, as provided below, shall
remain in effect following a Change in Control. This Agreement may be
terminated at any time during its initial term or during any renewal term
solely in accordance with the terms and conditions of Section 5 hereof.
2. DUTIES.
2.1 POSITION. The Company hereby employs the Executive in an executive
capacity with the title of Executive Vice President, Business
Operations & Strategy, and the Executive hereby accepts such employment
and undertakes and agrees to serve in such capacity. In such capacity,
the Executive shall have such powers, perform such duties and fulfill
such responsibilities typically associated with such positions in other
publicly held companies. Performance of his duties hereunder shall in no
event require that the Executive work on a regular basis at any location
other than within twenty (20) miles of the Company's present office
location. The Executive shall devote substantially all of his working
time and efforts to the performance of his duties hereunder. The
Executive shall report directly to the Chief Executive Officer ("CEO") of
the Company and have the authority to hire and discharge any employee
within his area of responsibility.
2.2 LIMITATION ON OTHER EMPLOYMENT. During the term of his employment
hereunder, the Executive will not engage in any other occupation for
gain, profit or pecuniary advantage, without the consent of the CEO of
the Company; provided, however, that this limitation shall not be
construed as preventing him from (a) serving on the board of directors of
any corporation not directly competitive with the Company (provided that
the Executive has obtained the approval of the CEO), and (b) investing or
trading in securities or other forms of investment, in each case so long
as such activities do not materially interfere with the performance of
his duties hereunder and such investments do not represent the ownership
of 5% or more of the capital stock of publicly traded entities.
3. COMPENSATION.
3.1 BASE SALARY. In consideration of the services rendered hereunder, the
Company shall pay the Executive during the Initial Term of this Agreement
a base salary at the rate of THREE HUNDRED FORTY-THREE THOUSAND FOUR
HUNDRED DOLLARS ($343,400.00)
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per annum or such higher rate as the CEO may reasonably determine ("Base
Salary"), which amount will be payable to him in bi-weekly installments
(or at such intervals as other salaried employees of the Company are
paid). The amount of the Executive's Base Salary shall be reviewed
annually by the CEO but shall not be reduced without written consent of
the Executive.
3.2 INCENTIVE COMPENSATION.
(a) The Executive will be eligible to participate in the DRS Incentive
Compensation Plan ("ICP") at a grade level commensurate with his
position. The current grade level for the Executive is M76. Specific
annual entitlements to bonus awards shall be predicated on the
Executive's performance and subject to the Company achieving its
operating targets, consistent with the rules set forth in the ICP.
(b) The Executive shall participate in all other Bonus, Long-Term Capital
Accumulation and/or Stock-Based Programs that the Company may adopt
from time to time.
4. BENEFITS.
4.1 BENEFIT PROGRAMS. The Executive will be included in all group insurance
plans ("Insurance Plans"), retirement plans, and other benefits plans and
arrangements (such retirement and other benefit plans and arrangements,
together with the Insurance Plans, the "Benefit Program") available to
executives of the Company, as such plans may be or have been adopted from
time to time. The Company will provide to the Executive the specific
benefits listed on Schedule A hereto. The Executive shall be a Class B
Participant in the Company's SERP.
4.2 VACATION. The Executive shall be entitled to three (3) weeks of
vacation with pay during each twelve (12) month period of employment
under this Agreement.
4.3 AUTOMOBILE AND OTHER EXPENSES. In accordance with Company policy as
established from time to time, the Company will provide the Executive
with an automobile of a type mutually agreed upon and the Company will
pay, or reimburse him for, all business related operating expenses of
such automobile (including, without limitation, insurance, service,
repairs, gasoline and oil). The Company will also reimburse the Executive
for his ordinary and customary business expenses incurred in the
performance of his duties hereunder.
5. TERMINATION.
5.1 TERMINATION BY THE COMPANY FOR CAUSE.
(a) DEFINITION. The Company may terminate the Executive's employment
hereunder for "Cause" which shall be limited to:
(i) Gross neglect or dereliction in the performance of the
Executive's duties or other grave misconduct by him and the
failure to cure such situation within twenty days after receipt
of a notice thereof from the Board of Directors,
(ii) The Executive's engaging in conduct which has caused
demonstrable and serious injury to the Company, monetary or
otherwise, as evidenced by a written determination authorized by
the Board of Directors of the Company, or
(iii) The Executive's conviction for or plea to a felony or for any
lesser crime which involves the property of the Company.
(b) COMPENSATION UPON TERMINATION FOR CAUSE. Upon the termination of the
Executive's employment for Cause, the Company shall pay the Executive
his Base Salary, prorated
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incentive compensation and continued participation in the Benefit
Program through the effective date of such termination.
5.2 TERMINATION FOR DISABILITY OR DEATH.
(a) DISABILITY. The Company may terminate the Executive's employment
hereunder in the event of the Executive's permanent disability. For
the purposes of this Agreement, permanent disability shall mean the
Executive's inability, whether mental or physical, to perform the
regular duties of his employment on a full-time continuous basis for
six (6) consecutive months (the "Disability Period"). If a policy of
disability insurance is in effect insuring the Executive, then in no
event shall Executive be deemed to be disabled until he is determined
to be entitled to receive disability income payments pursuant to such
disability policy. During the Disability Period the Company shall
(i) pay the Executive his full Base Salary then in effect, as well as
any ICP benefit to which he would otherwise be entitled, reduced by
any amounts which he actually received under any disability plan
maintained by the Company during the Disability Period, and
(ii) shall continue his participation in the Benefit Program. The
Company shall notify the Executive in writing of any such finding on
its part at the end of the Disability Period. If the Company and
Executive are unable to agree whether he is so disabled the question
shall be decided by a panel of three physicians, one to be designated
by the Company, one by the Executive and one by the first two so
designated. The determination of the panel shall be final and binding
upon the parties with costs of the panel to be paid by the Company.
(b) DEATH. The Executive's employment hereunder will terminate upon the
Executive's death.
(c) COMPENSATION UPON TERMINATION FOR DISABILITY OR DEATH.
(i) If the Company terminates the Executive's employment due to
permanent disability, pursuant to Subsection 5.2(a) herein, the
Company shall pay the Executive his monthly Base Salary then in
effect for one (1) year after his termination, reduced by any
amounts to which he actually receives under any disability plan
maintained by the Company and shall pay the Executive when due, a
pro-rata portion of the bonus determined pursuant to (iii) below
corresponding to the period of his active employment during the
termination year.
(ii) If the Executive's employment is terminated due to his death,
pursuant to Subsection 5.2 (b) herein, the Company shall pay the
Executive's estate or designated beneficiary (A) the Executive's
Base Salary and any other amounts due or earned through the date
of death, (B) until the end of the fiscal year in which the date
of death occurred or, if greater, for three months following the
date of death, the Executive's Base Salary as in effect, and
(C) a pro-rata portion of the bonus determined pursuant to
(iii) below corresponding to the period of his employment during
the termination year.
(iii) For purposes of determining the bonus payable in the year of
termination, the Company shall pay a bonus equal to the amount of
the current year's bonus which could have been paid to Executive
for the year of termination, pro-rated for the period of his
employment during the termination year.
(d) BENEFITS UPON TERMINATION FOR DEATH OR DISABILITY.
(i) If the Company terminates the Executive's employment due to his
permanent disability, pursuant to Subsection 5.2(a) herein, the
Company shall continue to
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provide him and his dependents coverage under insurance Plans, at
his option, for the longer of one year or the period required by
applicable law. The Company shall provide such coverage at its
expense (except with respect to those costs for which the
Executive was responsible prior to the termination of
employment).
(ii) If the Executive's employment is terminated due to his death,
pursuant to Subsection 5.2(b) herein, the Company shall continue
to provide the Executive's dependents medical insurance coverage,
at their option, for the longer of one (1) year after his death
or the period required by applicable law. The Company shall
provide such coverage at its expense (except for those costs for
which the Executive was responsible prior to his death).
5.3 TERMINATION BY THE EXECUTIVE.
(a) GOOD REASON. The Executive may terminate his employment during the
Employment Period hereunder for "Good Reason" (i) upon the failure by
the Company (or its stockholders as the case may be) to elect or
reelect or to appoint or reappoint the Executive to the offices of
Executive Vice President, Business Operations & Strategy, or
(ii) after the occurrence, without the written consent of the
Executive, of an event constituting a material breach of this
Agreement by the Company that has not been fully cured within twenty
(20) days after written notice thereof has been given by the
Executive to the Company, or (iii) upon the occurrence of any action
taken by the Company which would constitute a constructive
termination; provided, that, in addition to and without limiting the
generality of the foregoing, on and after a Change in Control (as
defined in Section 5.3(c)) herein), any one of the following events
shall be deemed a material breach of this Agreement:
(i) the assignment to the Executive of any duties inconsistent with
the Executive's then status as an executive officer of the
Company or a substantial adverse alteration in the nature of the
Executive's responsibilities from those in effect immediately
prior to the Change in Control;
(ii) a reduction by the Company in the Executive's Base Salary as in
effect immediately prior to the Change in Control;
(iii) a reduction in the aggregate percentage upon which the
Executive's Incentive Compensation is determined following the
Change of Control unless equivalent reductions are made generally
for other executives of the Company;
(iv) the relocation of Executive's principal place of employment,
without his consent, to a location more than twenty (20) miles
from the place of such employment immediately prior to the Change
in Control;
(v) The failure by the company to continue to provide the Executive
with benefits substantially similar to those enjoyed by Executive
under the Benefit Program, as in effect immediately prior to the
Change in Control, the taking of any action by the company which
would directly or indirectly materially reduce any of such
benefits or deprive the Executive of any material fringe benefit
enjoyed by the Executive immediately prior to the Change in
Control, or the failure by the Company to provide the Executive
with the number of paid vacation days to which Executive is
entitled on the basis of years of service with the Company in
accordance with the Company's normal vacation policy in effect
immediately prior to Change in Control; and
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(vi) The failure of a successor to the Company to expressly assume
and agree to perform this Agreement pursuant to Section 5.5
herein.
(b) COMPENSATION AND BENEFITS UPON TERMINATION BY THE EXECUTIVE.
(i) In the event of a termination of this Agreement by the Executive,
without Good Reason, the company shall provide to him his Base
Salary, the prorated portion of the bonus determined pursuant to
Section 5.2(c)(iii), corresponding to the period of his
employment during the termination year and continued
participation in the Benefit Program, through the effective date
of such termination.
(ii) If the Executive terminates his employment hereunder for Good
Reason, (A) if there has not occurred a Change in Control, the
Company shall also pay him, as liquidated damages under this
Agreement, his monthly Base Salary then in effect for twelve
months following the notice of termination, plus the pro-rata
portion of the bonus determined pursuant to Section 5.2(c)(iii);
(B) if there has occurred a Change in Control, the Company shall
pay him, as liquidated damages under this Agreement, a lump sum
equal to the sum of the bonus earned by him during the
immediately preceding fiscal year of the Company plus 200% of his
annual Base Salary then in effect, and (C) in either case, the
Executive's employment shall be deemed to continue for the
balance of the Agreement for purposes of determining his
participation in the Benefit Program; provided, however, that if
such participation by him after termination of employment is not
permitted under any such plan, the Company will provide him with
the equivalent benefits. The Company will pay the total costs of
the Executive's participation in such plans or the equivalent
thereof. During the period the Executive will have full use of
the Company-supplied automobile. The Executive also will be
provided with out-placement assistance utilizing a consultation
service designated and paid for by the Company. Furthermore, all
stock options granted to Executive shall immediately vest and be
exercisable for a period of 12 months following termination.
(c) DEFINITION OF CHANGE IN CONTROL. A "Change in Control" shall mean
the occurrence of an event set forth in any one of the following
paragraphs:
(i) any Person is or becomes the Beneficial Owner, directly or
indirectly, of securities of the Company (not including in the
securities beneficially owned by such Person any securities
acquired directly from the Company or its affiliates)
representing 20% or more of the combined voting power of the
Company's then outstanding securities, excluding any Person who
becomes such a Beneficial Owner in connection with a transaction
described in clause (A) of paragraph (iii) below and excluding a
transaction whereby a person becomes the Beneficial Owner of 20%
or more of the combined voting power of the Company's then
outstanding securities, but such transaction does not transfer
the power to control the management or the policies of the
Company; or
(ii) the following individuals cease for any reason to constitute a
majority of the number of directors then serving: individuals
who, on the date hereof, constitute the Board and any new
director (other than a director whose initial assumption of
office is in connection with an actual or threatened election
contest, including but not limited to a consent solicitation,
relating to the election of directors of the Company) whose
appointment or election by the Board or nomination for election
by the Company's stockholders was approved or recommended by a
vote of at least two-thirds ( 2/3) of the directors then still in
office who either were directors on the date hereof or
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whose appointment, election or nomination for election was
previously so approved or recommended; or
(iii) there is consummated a merger or consolidation of the Company
or any direct or indirect subsidiary of the Company with any
other corporation, other than (A) a merger or consolidation which
would result in the voting securities of the Company outstanding
immediately prior to such merger or consolidation continuing to
represent (either by remaining outstanding or by being converted
into voting securities of the surviving entity or any parent
thereof) at least 60% of the combined voting power of the
securities of the Company or such surviving entity or any parent
thereof outstanding immediately after such merger or
consolidation, or (B) a merger or consolidation effected to
implement a recapitalization of the Company (or similar
transaction) in which no Person is or becomes the Beneficial
Owner, directly or indirectly, of securities of the Company (not
including in the securities Beneficially Owned by such Person any
securities acquired directly from the Company or its Affiliates
other than in connection with the acquisition by the Company or
its Affiliates of a business) representing 20% or more of the
combined voting power of the Company's then outstanding
securities; or
(iv) the stockholders of the Company approve a plan of complete
liquidation or dissolution of the Company or there is consummated
an agreement for the sale or disposition by the Company of all or
substantially all of the Company's assets, other than a sale or
disposition by the Company of all or substantially all of the
Company's assets to an entity, at least 60% of the combined
voting power of the voting securities of which are owned by the
stockholders of the Company in substantially the same proportions
as their ownership of the Company immediately prior to such sale.
For purposes of this Section 5.3(c), the following definitions shall apply:
"Person" shall have the meaning given in Section 3(a)(9) of the Securities
Exchange Act of 1934, as amended (the "Act"), as modified and used in
Section 13(d) thereof, except that such term shall not include (i) the Company
or any of its subsidiaries, (ii) a trustee or other fiduciary holding securities
under an employee benefit plan of the Company or any of its Affiliates,
(iii) an underwriter temporarily holding securities pursuant to an offering of
such securities, or (iv) a corporation owned, directly or indirectly, by the
stockholders of the Company in substantially the same proportions as their
ownership of stock of the Company. "Beneficial Owner" shall have the meaning set
forth in Rule 13d-3 under the Act. "Affiliate" shall have the meaning set forth
in Rule 12b-2 promulgated under Section 12 of the Act.
5.4 TERMINATION BY THE COMPANY OTHER THAN FOR CAUSE.
(a) COMPENSATION UPON TERMINATION BY THE COMPANY OTHER THAN FOR
CAUSE. If the Company terminates the Executive's employment
hereunder without "Cause", the Company shall pay the Executive the
amounts described in 5.3(b)(ii).
(b) BENEFITS UPON TERMINATION BY THE COMPANY OTHER THAN FOR CAUSE. If
the company terminates the Executive's employment hereunder without
"Cause", the Executive's employment shall be deemed to continue for
the balance of the Agreement for purposes of determining his
participation in the Benefit Program existing prior to the
termination or under any equivalent plan providing the same coverage
which may be substituted for any such plan; provided, however, that
if such participation by him after termination of employment is not
permitted under any such plan, the Company will provide him with the
equivalent benefits. The Company will pay the total costs of the
Executive's participation
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in such plans or the equivalent thereof. During this period the
Executive will have full use of the Company-supplied automobile. The
Executive also will be provided with out-placement assistance
utilizing a consultation service designated and paid for by the
Company. Furthermore, all stock options granted to Executive shall
immediately vest and be exercisable for a period of 12 months
following termination.
5.5 SUCCESSOR. The Company, or any entity which controls the Company, shall
require any successor (whether direct or indirect, by purchase, merger,
consolidation or otherwise) to all or substantially all of the business
or assets of the Company by written agreement expressly to assume and
agree to perform this Agreement in the same manner and to the same extent
as the Company would be required to perform if no such succession had
occurred. Failure of the Company or a controlling entity to obtain such
agreement prior to the effective date of any such succession followed by
failure of the successor to honor this Agreement shall be a breach of
this Agreement and shall entitle the Executive to the rights and benefits
hereunder as though he had terminated his employment with the Company for
Good Reason pursuant to paragraph 5.3 hereof (including those provisions
which concern compensation following a Change in Control), whether or not
he terminates his employment with the Company. As used in this Agreement,
"Company" shall mean the Company as defined above and any successor to
all or substantially all of its business or assets which becomes bound by
all of the terms and conditions of this Agreement.
6. RESTRICTIONS.
6.1 CONFIDENTIAL INFORMATION. The Executive agrees that during and after
the period of his employment he will not, without authorization from the
Company, divulge, disclose or otherwise communicate to any person or
company any information of a confidential nature pertaining to specific
details of the Company's business, functions or operations, except in
connection with the discharge of his duties hereunder, or pursuant to the
order of a court of competent jurisdiction. The Executive further agrees
that, upon termination of his employment with the Company for any reason,
he will promptly return to the Company all books and records of or
pertaining to the Company's business, and all other property belonging to
the Company which is in his custody or possession.
6.2 NON-COMPETE. During his employment by the Company and in the event he
is terminated by the Company for Cause or terminates his employment
without Good Reason, for twelve (12) months thereafter, subject to
Section 2.2 above, the Executive shall not compete with the Company in
any activity relating to the Business of the Company as conducted by the
Company during the term of this Agreement. For purposes of the preceding
sentence, competition shall include, without limitation, direct or
indirect competition by the Executive, whether as an owner, officer,
director, employer, partner, consultant, advisor, contractor, principal
agent, licensor, employee or affiliate of a person firm, venture or
corporation that so competes with the Company. Without the prior written
approval of the CEO, the Executive further agrees that during the twelve
(12) month period following the termination of this Agreement for any
reason he will not solicit for employment any employee of the Company. It
is further agreed and understood that the Executive shall not engage in
any conduct or communication which shall disparage the Company or
interfere with its current or prospective business relationships.
6.3 CAUSE OF ACTION. The parties hereby declare that the rights of the
Company are of a unique nature, the loss of which may cause irreparable
harm, and that it may be impossible to measure in money the damages which
will accrue to the company by reason of the loss of such rights or a
failure by the Executive to perform or adhere to any of the obligations
under Sections 6.1 and 6.2 hereof. The Executive expressly acknowledges
that remedies at law alone
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will be inadequate to compensate the Company for any breach or violation
of any of the provisions of Sections 6.1 or 6.2 hereof, and that the
Company, in addition to all other remedies hereunder or thereunder, shall
be entitled, as a matter of right, to seek injunctive relief, including
specific performance, with respect to any such breach of violation, in
any court of competent jurisdiction.
7. LEGAL MATTERS.
7.1 RESOLUTION OF CONFLICT. Other than as provided in Section 6.3 herein
with respect to obligations contained in Sections 6.1 and 6.2 herein, any
and all disputes, claims and controversies between the parties hereto
concerning the validity, interpretation, performance, termination or
breach of this Agreement, which cannot be resolved by the parties within
ninety (90) days after such dispute, claim or controversy arises shall,
at the option of either party, be referred to and finally settled by
arbitration. Such arbitration shall be initiated by the initiating party
giving notice (the "Arbitration Notice") to the other party (the
"Respondent") that it intends to submit such dispute, claim or
controversy to arbitration. Each party shall, within thirty (30) days of
the date the Arbitration Notices is received by the Respondent, designate
a person to act as an arbitrator, if either party fails to designate a
person to Act as an arbitrator within the time specified herein the
arbitration shall be conducted by the sole designated arbitrator. The two
arbitrators appointed by the parties shall, within thirty (30) days after
their designation appoint a third arbitrator who shall act as presiding
arbitrator (the "Presiding Arbitrator"). If the two arbitrators
designated by the parties are unable to appoint a Presiding Arbitrator,
the Presiding Arbitrator shall be appointed according to the rules of the
American Arbitration Association as in effect on the date the notice of
submission to arbitration is given (the "Rules").
Such arbitration shall be held in New Jersey in accordance with the Rules
except as otherwise expressly provided herein. The arbitrators shall, by
majority vote, render a written decision stating reasons therefor in
reasonable detail within three (3) months after the appointment of all
the arbitrators. Each party shall bear its own costs and attorneys fees.
All other costs and expenses of arbitration shall be apportioned between
the parties by the arbitrators. The award of the arbitrators shall be
made in United States currency and shall be final and binding, and
judgment thereon may be rendered by any court having jurisdiction
thereof, or application may be made to such court for the judicial
acceptance of the award and an order of enforcement as the case may be.
7.2 AGREEMENT CONFIDENTIAL. Both the Executive and the Company will keep
the terms of this Agreement confidential provided that this provision
shall not restrict any disclosure by the Company pursuant to any
applicable law, regulation or judicial order.
7.3 NOTICES. All notices, requests, consents and other communications,
required or permitted to be given hereunder, shall be in writing and
shall be deemed to have been duly given if delivered personally or mailed
first class, postage prepaid, by registered or certified mail, addressed
to either party at the address first written above (or to such other
address as either party shall designate by notice in writing to the other
party in accordance herewith).
8. MISCELLANEOUS.
8.1 GOVERNING LAW. This Agreement shall be governed by and construed and
enforced in accordance with the laws of the State of New Jersey
applicable to agreements made and to be performed within New Jersey,
without regard to the principles of conflict of laws.
8.2 HEADINGS. The section headings contained herein are for reference
purposes only and shall not in any way affect the meaning or
interpretation of this Agreement.
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8.3 ENTIRE AGREEMENT. This Agreement sets forth the entire agreement and
understanding of the parties relating to the subject matter hereof, and
from and after the date hereof supersedes all prior agreements,
arrangements and understandings, written or oral, relating to the subject
matter hereof provided, however, that the benefits conferred under this
Agreement are in addition to, and not in lieu of, any and all benefits
conferred under plans and arrangements currently in effect for the
Executive.
8.4 ASSIGNMENT. This Agreement is binding upon and shall inure to the
benefits of the Executive and his estate, but the Executive's rights and
obligations hereunder may not be assigned or pledged by him.
8.5 MODIFICATION. This Agreement may be amended, modified, superseded,
canceled, renewed or extended, and the terms or covenants hereof may be
waived, only be written instrument executed by both of the parties hereto
or in the case of a waiver, by the party waiving compliance.
8.6 SECTION 162(M). In the event compensation payable to Executive
hereunder in any single tax year would result in the non-deductibility of
a portion of such compensation by the Company solely by reason of
Section 162(m) of the Internal Revenue Code of 1986, as amended, then,
and in such event, the Company shall be permitted to defer payment of
such non-deductible amount to the Executive to be paid to him on the
first day of the succeeding tax year of the Company.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Agreement with legal and binding effect as of the day and year first above
written.
DRS TECHNOLOGIES, INC. THE EXECUTIVE
/s/ Xxxx X. Xxxxxx /s/ Xxxxxx X. Xxxxxx
------------------------------------------- -------------------------------------------
By: Xxxx X. Xxxxxx, Chairman, President and Xxxxxx X. Xxxxxx
Chief Executive Officer
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SCHEDULE A
GROUP PLANS BENEFIT
DRS Group Medical/Dental Plan Varies
DRS Group Life Insurance Plan $50,000
DRS Group AD&D $500,000 (2 X salary to 500K max)
DRS Long Term Disability Plan--Class I $10,000 monthly benefit
DRS Retirement/Savings Plan (401K) Varies
DRS Reimbursement Account Plan (IRC 125) Varies (See below)
EXECUTIVE PLANS/BENEFITS BENEFIT
Executive Incentive Compensation Plan Varies
1996 Omnibus Plan Varies
Life Insurance (Split $) Survivor's $1,200,000
Benefit
Life Insurance (Group Carve-out) $450,000
DRS Reimbursement Account: one time annual $7500 for 2002
Deposit to the reimbursement account (amount
may vary from year to year)
Supplemental Executive Retirement Plan
(SERP)-Class B Participant Determined at time of Retirement
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