EXHIBIT 10.7
UNQUALIFIED RELEASE AGREEMENT
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Agreement made this 3rd day of March, 1999, by and between Xxxxx Xxxx, an
individual, on behalf of herself, her heirs, and anyone else who has or obtains
legal rights through her (hereafter referred to as "I", "me" or "Releasor") and
River Hills Wilsons, Inc., a Minnesota corporation, and any organization related
to River Hills Wilsons, Inc. in the past or present, and past or present
officers, directors, employees (with the exception of Releasor), shareholders,
committees, insurers, agents, successors and assigns of River Hills Wilsons,
Inc. or any past or present related organization or entity (hereafter referred
to as "Wilsons").
DEFINITIONS. All the words in this Unqualified Release Agreement ("Release")
have their meaning in ordinary English.
PAYMENTS AND PROMISES. In exchange for my Promises, as set forth below, Wilsons
has promised to do the following things for me:
1. Pay me, as severance, the sum of THREE HUNDRED NINETY THOUSAND AND NO/100
Dollars ($390,000.00), which represents eighteen (18) months' base pay, from
which amount will be deducted applicable FICA, Federal and State tax deductions;
2. Arrange for all issued and outstanding stock options to fully vest as of my
termination date, January 30, 1999, and allow me until January 30, 2001 (rather
than the usual ninety days after termination) to exercise any or all of those
options; and
3. Provide me with outplacement services, as determined by Wilsons, through
Right Associates, for a period of twelve (12) months after my termination.
PAYMENTS CONTINGENT ON RELEASE. I understand and agree that I would not receive
the Payments and Promises set forth above as item numbers 1, 2 and/or 3 except
for my execution of this Release and the fulfillment of my Promises as set forth
herein.
RELEASOR'S CLAIMS. The claims I am releasing below include all of my rights to
any relief of any kind from Wilsons to date, including but not limited to:
1. all claims I have now, whether or not I know about the claims;
2. all claims I have against Wilsons for alleged discrimination against me
under any federal, state or local law, including for example Title VII of the
Civil Rights Act of 1964 ("Title VII"), the Fair Labor Standards Act ("FLSA"),
the Age Discrimination in Employment Act ("ADEA"), the Americans with
Disabilities Act ("ADA"), the Family and Medical Leave Act of 1993 ("FMLA"), the
Minnesota Human Rights Act ("MHRA") or under any other federal, Minnesota or
local law (whether statute, regulation, ordinance or otherwise), including any
amendments thereto;
3. all claims arising out of the hiring process used by Wilsons or arising out
of my termination, including but not limited to, any alleged breach of contract,
defamation or intentional infliction of emotional distress;
4. all claims for attorneys' fees; and
5. all claims for any other alleged unlawful employment practices arising out
of or relating to my employment or the termination of my employment.
MY PROMISES. In exchange for receiving the payments and other consideration set
forth in this Release, I hereby promise to fully and finally release, give up
and otherwise relinquish all my claims against Wilsons, including but not
limited to claims under Title VII, FLSA, ADEA, ADA, FMLA and MHRA. I will not
bring any lawsuits or make any other demands against Wilsons except if necessary
to enforce the provisions of this Release. The payments and other consideration
I will receive as set forth in this Release is full and fair payment for the
release of all my claims. Wilsons does not owe me anything in addition to what
I will receive under this Release.
REVOCATION/RESCISSION. Releasor may revoke this Agreement for a period of
fifteen (15) days following the day she executes this Agreement. Any revocation
within this period must be submitted in writing to Xxxxxxx X. Xxxxxxxx,
Director of Legal Services, Wilsons The Leather Experts, 0000 Xxxxx Xxxxxx Xx.,
Xxxxxxxx Xxxx, Xxxxxxxxx 00000, and the revocation must state, "I hereby revoke
my acceptance of the Unqualified Release Agreement." The revocation must be
either personally delivered or mailed and postmarked within fifteen (15) days of
execution of the Unqualified Release Agreement. This Unqualified Release
Agreement shall not become effective or enforceable until the revocation period
has expired. If the last day of the revocation period is a Saturday, Sunday or
legal holiday in Minnesota, then the revocation period shall not expire until
the next following day which is not a Saturday, Sunday or legal holiday.
RELEASOR IS FURTHER SPECIFICALLY ADVISED PURSUANT TO MINNESOTA STATUTES SECTION
363.031 THAT RELEASOR HAS THE RIGHT TO RESCIND THIS AGREEMENT WITHIN FIFTEEN
(15) CALENDAR DAYS OF ITS EXECUTION. TO BE EFFECTIVE, THE RESCISSION MUST BE IN
WRITING AND DELIVERED TO WILSONS EITHER BY HAND DELIVERY OR BY MAIL, PROPERLY
ADDRESSED TO XXXXXXX X. XXXXXXXX AT THE ADDRESS GIVEN ABOVE AND SENT BY
CERTIFIED MAIL, RETURN RECEIPT REQUESTED, WITHIN SAID FIFTEEN (15) DAY PERIOD.
NOTICE. I HAVE BEEN ADVISED AND UNDERSTAND THAT I HAVE AT LEAST TWENTY-ONE (21)
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DAYS TO CONSIDER MY RELEASE OF RIGHTS AND CLAIMS OF AGE DISCRIMINATION UNDER THE
AGE DISCRIMINATION IN EMPLOYMENT ACT ("ADEA"), BEGINNING THE DATE I RECEIVED
THIS AGREEMENT AND I ACKNOWLEDGE THAT I AM HEREBY ADVISED IN WRITING TO CONSULT
WITH AN ATTORNEY PRIOR TO EXECUTION OF THIS AGREEMENT. IF I SIGN THIS RELEASE,
I UNDERSTAND THAT I AM ENTITLED TO REVOKE MY RELEASE OF RIGHTS OR CLAIMS OF AGE
DISCRIMINATION UNDER THE ADEA WITHIN SEVEN (7) DAYS OF
EXECUTING IT, AND IT SHALL NOT BECOME LEGALLY BINDING OR ENFORCEABLE UNTIL THE
SEVEN-DAY PERIOD HAS EXPIRED. HAVING ELECTED TO EXECUTE THIS AGREEMENT, TO
FULFILL THE PROMISES SET FORTH HEREIN AND TO RECEIVE THEREBY THE SUMS AND
BENEFITS SET FORTH ABOVE, I FREELY AND KNOWINGLY, AND AFTER DUE CONSIDERATION,
ENTER INTO THIS AGREEMENT INTENDING TO WAIVE, SETTLE AND RELEASE ALL CLAIMS I
HAVE OR MIGHT HAVE AGAINST WILSONS.
ADDITIONAL AGREEMENTS AND UNDERSTANDINGS. I acknowledge that Wilsons' position
is that even though it has paid me to release my claims, Wilsons does not admit
that it is responsible or legally obligated to me and, in fact, Wilsons denies
any wrongdoing or legal obligation to me.
CONFIDENTIALITY. I agree not to disclose any information regarding the
existence or substance of this Release or the payments and other consideration
given in exchange for the Release except to my spouse, financial advisor(s) and
an attorney or attorneys with whom I choose to consult regarding my
consideration of this Release. It shall be a condition of any disclosure to any
such individuals that they also maintain the confidentiality of the Release.
RIGHTS TO COUNSEL AND CONSIDER. I understand that I am advised by Wilsons to
consult an attorney prior to signing this Release. I have read this Release
carefully and understand all of its terms. I have had the opportunity to
discuss this Release with my own attorney. In agreeing to sign this Release, I
have not relied on any statements or explanations made by Wilsons, its agents or
its attorneys, other than Wilsons' promises as set forth in this Release.
IN WITNESS WHEREOF, the parties have signed this Release on this 3 day of
March, 1999.
XXXXX X. XXXX (on behalf of herself, her heirs, successors and assigns)
/s/ Xxxxx X. Xxxx Mar 3, 1999
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Xxxxx X. Xxxx Date
STATE OF MINNESOTA )
) ss.
COUNTY OF HENNEPIN )
On this 3rd day of March, 1999, personally appeared before me, a Notary Public
within and for said County, Xxxxx X. Xxxx, known to be the person named in and
who executed the
foregoing Unqualified Release Agreement and who acknowledged such execution to
be her free act and deed for the purposes therein expressed.
/s/ Xxxx X. Xxxxxxxxxxxx
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Notary Public
RIVER HILLS WILSONS, INC. (on behalf of itself and all past and present parent,
subsidiary and affiliated corporations, concerns, successors and assigns)
By: /s/ Xxxxx Xxxx
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Xxxxx Xxxx
Vice President
STATE OF MINNESOTA )
) ss.
COUNTY OF HENNEPIN )
On this 3rd of March, 1999, personally appeared before me, a Notary Public
within and for said County, Xxxxx Xxxx, Vice President of River Hills Wilsons,
Inc., known to be the person named in and who executed the foregoing Unqualified
Release Agreement and who acknowledged that she executed the same as her free
act and deed for the purposes therein expressed.
/s/ Xxxxxxxxx X. Xxxxxx
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Notary Public
