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Exhibit 10.24
AGREEMENT
This is an agreement between You, Xxxxx Xxxxx Xxxxxx, (on behalf of
Yourself, Your spouse, Your family, and anyone acting for You including
attorneys, agents, representatives, heirs, executors, and assigns) ("You") and
Florsheim Group Inc. (on behalf of its present or former parents, subsidiaries,
affiliates, companies, insurers, predecessors, successors, assigns, agents,
employees, officers and directors) ("The Company"). For all purposes under
this Agreement, The Company shall include Apollo Advisers, L.P. and its
officers, affiliates, employees, directors, successors, predecessors and
assigns.
1. PAYMENTS AND OTHER CONSIDERATION. If You sign this Agreement, The
Company will:
- continue Your regular rate of pay through January 23, 1998, less
standard deductions; this payment will be made weekly by direct
deposit;
- continue Your Health Insurance at the level currently provided to
You, through January 23, 1998, including dependant coverage for Your
husband and child;
- the parties agree that You waive any right You may have under The
Company Stock Option Program; in exchange, The Company agrees to
pay You $78,750, which is an amount equal to the difference between
the market price of The Company's stock as of the close of business
on November 25, 1997, and the price of the 30,000 options previously
granted to You including those options which, under The Company
Stock Option Plan, were not vested;
- provide to You three months of pay, less deductions for withholding
taxes required by law, payable in a lump sum within ten days of the
execution of this Agreement;
- pay for the cost of benefits continuation, including dependant
coverage for Your husband and child, under COBRA, after Your
separation date from The Company for a period of eighteen months;
- on or before March 1, 1998, The Company will provide You with a
management bonus calculated pursuant to the terms of the Florsheim
Group, Inc. Executive Incentive Plan (Plan) for the full calendar
year of 1997, a copy of which is attached hereto as Exhibit A;
payments made under the Plan will be based on the same factors set
forth in the written document applicable to You as of October 24,
1997. You will receive 100% of the discretionary portion of the
Plan;
- allow You to retain the personal computer, fax and port replicator
previously provided to You by The Company for Your home use, valued
at $1,000;
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- on or before January 30, 1998, pay to You $9,807.70, which is three
weeks of pay for accrued vacation;
- provide a mutually agreed-upon letter as a reference, a copy of
which is attached hereto as Exhibit B, if requested to do so and
route all unsolicited requests for a reference to Xxxxxxx Xxxxxxxx;
- the proxy statement for 1997 will contain language regarding You as
set forth in Exhibit C;
- you and The Company agree that The Company is under certain legal
obligations to disclose certain terms of Your employment. You and
The Company agree that the information provided in those statements
shall be limited to information required by law to be disclosed, and
that the language of such statements is subject to Your prior
agreement.
The foregoing benefits are in addition to and exceed that to which You would be
entitled to receive without signing this Agreement.
2. COVENANT NOT TO XXX/RELEASE AND WAIVER. In exchange for the benefits
listed in paragraph 1, You agree not to bring any lawsuit against The Company
and release and waive The Company from all claims or liability arising out of
Your employment and/or Your separation from employment with The Company. This
includes claims that The Company:
- has violated its personnel policies, handbooks, contracts of
employment, or covenants of good faith and fair dealing between You
and The Company;
- has discriminated against You on the basis of age, race, color, sex
(including sexual harassment), pregnancy, national origin, ancestry,
disability, handicap, religion, sexual orientation, marital status,
parental status, source of income, entitlement to benefits,
retaliation for any protected activity, or any union activities in
violation of any local, state or federal law, constitution,
ordinance, or regulation, including but not limited to: Title VII
of the Civil Rights Act of 1964, as amended; 42 U.S.C. Section
1981, as amended; the Pregnancy Discrimination Act; the Equal Pay
Act; the Americans With Disabilities Act; the Family Medical Leave
Act; the Employee Retirement Income Security Act, Section 510; and
the National Labor Relations Act.
- has violated public policy or common law (including but not limited
to claims for retaliatory discharge; negligent hiring, retention or
supervision; defamation; intentional or negligent infliction of
emotional distress and/or mental anguish; intentional interference
with contract; negligence; detrimental
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reliance; loss of consortium to You or any member of Your family
and/or promissory estoppel).
- excluded from this release are any claims which cannot be waived by
law, including but not limited to the right to file a charge with or
participate in an investigation conducted by certain government
agencies, including the Equal Employment Opportunity Commission.
You are waiving, however, Your right to any monetary recovery should
any agency (such as the Equal Employment Opportunity Commission)
pursue any claims on Your behalf. You are not releasing any claim
to be entitled to unemployment compensation or to expense
reimbursements otherwise owed you by The Company. Likewise, you are
not releasing any claim to be entitled to indemnification or
coverage by The Company or The Company's directors and officers
insurance should claims be asserted against you arising out of your
employment with The Company.
In addition, The Company agrees to release and waive any claims it may have
against You for actions relating to Your employment with The Company up to and
including the date of this Agreement.
3. OTHER AGREEMENTS BY YOU. In addition to the agreements made in
paragraph 2, by executing this Agreement You are also agreeing that:
- You are entering into this Agreement knowingly, voluntarily, and
with full knowledge of its significance. You have not been coerced,
threatened, or intimidated into signing this Agreement, and no
promises have been made to You other than as stated in this
Agreement;
- You have been paid for all hours worked, that You have not suffered
any on-the-job injury for which You have not already filed a claim,
and that You have received all sick and vacation pay and other
compensation and benefits to which You are entitled.
- You and The Company agree not to disparage or otherwise attempt to
interfere with the other's business or reputation and agree that,
should You engage in such action, The Company may immediately cease
any payments remaining under this agreement. If The Company engages
in such action, all payments pursuant to this Agreement will be due
and payable to You immediately.
- You agree that the terms of this Agreement, including but not
limited to the payments pursuant to this Agreement, shall be kept
strictly confidential and shall not be disclosed except to Your
immediate family, attorneys and/or tax advisers or as you may be
otherwise legally required to do so. The Company agrees to maintain
the confidentiality of this Agreement and will not disclose the
terms of such Agreement unless legally required to do so.
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- You are agreeing to waive any right or claim to employment with
Florsheim, and You further agree not to seek future employment with
Florsheim.
- You have had a reasonable period of time in which to consider this
Agreement;
- You have been advised to and have consulted an attorney in
connection with this Agreement.
4. INFORMATION CONCERNING YOUR SEPARATION FROM EMPLOYMENT. You and The
Company agree that the sole reason for Your separation from employment is Your
resignation. The Company agrees that it will not make any untrue, defamatory,
disparaging or unflattering statements about You, and that no information about
Your employment or Your separation from employment, will be provided to anyone,
including The Company's auditors and lenders, without Your prior approval. You
acknowledge that You were relieved of all duties and responsibilities as of
October 24, 1997, and are no longer authorized or permitted to perform any
further duties for Florsheim. You are acknowledging by signing this Agreement
that You understand that You are eligible for the benefits which You will
receive contingent upon Your signing this Agreement.
5. TIME FOR CONSIDERATION OF AGREEMENT AND FOR REVOCATION. You agree that
You have had a reasonable period in which to decide whether to enter into this
Agreement, sign it, and return it to Xxxxxxx Xxxxxxxx, Chief Executive Officer,
000 Xxxxx XxXxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx, 00000. This Agreement shall be
null and void if not signed by January 23, 1998.
6. ENTIRE AGREEMENT/SEVERABILITY. This Agreement sets forth the entire
agreement between You and The Company and supersedes any other written or oral
understandings. You and The Company agree that if any provision of this
Agreement or application thereof is held to be invalid, the invalidity shall
not affect other provisions or applications of this Agreement.
7. CONSULTATION WITH AN ATTORNEY. THIS AGREEMENT IS A LEGAL DOCUMENT.
YOU ARE ADVISED TO CONSULT WITH AN ATTORNEY BEFORE SIGNING IT.
ACKNOWLEDGMENT: By signing this Agreement I acknowledge that the benefits
that I will receive as stated in this Agreement are in exchange for a release
of all claims that I have against The Company and an agreement not to xxx The
Company. I understand that if I sign this Agreement and then choose to xxx The
Company on any ground covered by the Agreement, I will be required to return
the amount of the consideration set forth in Paragraph 1 above. I further
understand that if I xxx The Company and do not return the entire amount, I
will be deemed to have ratified this Agreement, regardless of any alleged or
actual invalidities in this Agreement, and The Company will be entitled to
judgment in its
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favor. If The Company materially breaches this Agreement, then the Agreement
will become null and void and you will not be required to return the
consideration received thereunder.
_________________________ ________________________________
Xxxxx Xxxxx Xxxxxx Florsheim Group Inc.
Date_____________________ Date____________________________
