gci COMMUNICATION CORP. EXECUTIVE EMPLOYMENT AGREEMENT
Exhibit 10.2
gci COMMUNICATION CORP.
EXECUTIVE EMPLOYMENT AGREEMENT
This Executive Employment Agreement (this “Agreement”) is entered into effective as of July 1, 2020 (the “Effective Date”), by and between GCI Communication Corp., an Alaska corporation (the “Company”) and Xxxxxx Xxxxxx (“Executive”). An index to the defined terms used in this Agreement is attached as Exhibit A.
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For the avoidance of doubt, to avoid double counting, Annual Target Cash IC and/or Annual Target Equity IC will not be included in the calculations in clause (b) above for the calendar year in which a termination of employment occurs if following such termination Executive remains eligible
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to receive the applicable incentive compensation pursuant to the terms of the program or award under which such incentive compensation was granted.
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GCI Communication Corp.
0000 Xxxxxx Xxxxxx, #0000
Xxxxxxxxx, XX 00000-0000
Attention: General Counsel
Fax No.: [separately provided]
E-mail:[separately provided]
With a copy to:
00000 Xxxxxxx Xxxxxxxxx
Xxxxxxxxx, XX 00000
Attn: Chief Legal Officer
Fax: [separately provided]
E-mail: [separately provided]
(i) while Executive is employed by the Company, to Executive’s attention at the Company’s address set forth above, and
(ii) following termination of Executive’s employment, to Executive’s attention, at Executive’s most recent home address, fax number or e-mail address reflected in the Company’s books and records.
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The Company and Executive have entered into this GCI Communication Corp. Executive Employment Agreement as of the Effective Date.
GCI COMMUNICATION CORP.
By: /s/ Xxxxxxx Xxxxx Xxxxxxx
Name: Xxxxxxx Xxxxx Xxxxxxx
Title: General Counsel, Senior Vice President,
Government Relations, and Chief Compliance Officer
EXECUTIVE
/s/ Xxxxxx Xxxxxx
Name: Xxxxxx Xxxxxx
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EXHIBIT A
DEFINED TERMS
Definition | Section Reference |
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Affiliate | Section 3 |
Agreement | Introductory paragraph |
Aircraft Agreement | Section 3.7 |
Annual Target Cash IC Amount | Section 3.2 |
Annual Target Equity IC Amount | Section 3.4 |
Base Salary | Section 3.1 |
Board | Section 1.2 |
Business Conduct Policies | Section 2 |
Business Day | Section 5.2.2 |
Cause | Section 6.2.4 |
Code Section 409A | Section 12 |
Committee | Section 3.1 |
Company | Introductory paragraph |
Competitive Business | Section 7.1 |
Complete Wak Asset Sale | Section 5.2 |
Confidential Information | Section 8.2 |
Effective Date | Introductory paragraph |
Equity Award Agreements | Section 6.1.2 |
Equity Awards | Section 6.1.2 |
Executive | Introductory paragraph |
Fundamental Transaction | Section 4.1.1 |
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Definition | Section Reference |
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GLIB | Section 1.2 |
Good Reason | Section 6.2.5 |
Installments | Section 6.2.2(c) |
JAMS Rules | Section 11.3 |
Multi-Year RSU Award | Section 3.3 |
Negotiation Period | Section 5.2.2 |
Offer Notice | Section 5.2.2 |
Performance RSUs | Section 3.4 |
Position | Section 1.1 |
Post-Termination Benefits | Section 6.1.3 |
Related Employment Terms | Section 9 |
Release Consideration | Section 6.6 |
Reply Notice | Section 5.2.2 |
Required Withholding | Xxxxxxx 0 |
XXXX Xxxxxxxxxxx Event | Section 5.1.1 |
Separation from Service | Section 12 |
Severance Pay | Section 6.2.2(a) |
Standard Entitlements | Section 6.1.1 |
Successor Entity | Section 3.4 |
Target Cash IC Program | Section 3.2 |
Term | Section 1.1 |
Territory | Section 7.1 |
Total Target Cash Compensation | Section 3.1 |
Wak Access Rights | Section 4.2 |
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Definition | Section Reference |
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Wak Access Rights Termination Event | Section 4.1.4 |
Wak Owner | Section 4.1.2 |
Wak Retreat | Section 4.1.3 |
Wak ROFO | Section 5.2 |
Wak Sale | Section 5.1.2 |
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