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EXHIBIT 10.1
March 30, 1999
Xx. Xxxxxxx Xxxxx
Executive Vice President
Card Division
Xxxxxx Greetings, Inc.
0000 Xxxxxxx Xxxx
Xxxxxxxxxx, Xxxx 00000
Re: Employment Agreement - Extension Through March 31, 2000
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Dear Xxxx:
In accordance with our recent discussions, this letter serves as a contract
confirming your continuing employment as Executive Vice President of the Card
Division of Xxxxxx Greetings, Inc. through March 31, 2000, and represents an
extension of our letter of agreement of December 28, 1996, a copy of which is
attached and incorporated into this contract by reference.
You and the Company hereby agree to the following modifications to the December
28, 1996 Employment Agreement:
A) Paragraph 1 shall be amended to read as follows:
You have agreed to serve the Company on a full-time basis as a
senior executive employee, and the Company agrees to employ
you as such, for a period of one year commencing as of April
1, 1999 and ending on March 31, 2000. Your employment and this
Agreement may be extended thereafter by mutual agreement. In
the event that either you or the Company elect not to extend
your employment after March 31, 2000, then you shall be
treated as having been "terminated without Cause" and you
shall be entitled to those termination benefits set forth in
Paragraph 5, and you shall be recognized as having been fully
vested in the Supplemental Executive Retirement Plan with
eligibility to receive SERP retirement benefits in accordance
with the provisions of the Plan at age 55 or at such earlier
time as may be allowed by the Plan.
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Xx. Xxxxxxx Xxxxx
March 30, 1999
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B) Paragraph 2 shall be amended to read as follows:
Your annual salary, which became effective on February 1,
1999, shall be $260,000, which amount may be increased from
time to time by the Company in accordance with the Company's
salary administration program. In addition, you will qualify
for participation in the Incentive Bonus Program.
C) Paragraph 5 shall be amended to read as follows:
The Company reserves the right to terminate your employment at
any time during the term of this Agreement. Except where
termination is pursuant to Paragraph 4, or is a "termination
for Cause" as defined in Paragraph 6, the Company will pay to
you immediately upon such termination, two times your yearly
salary at the salary level in effect on the date of
termination, plus any unpaid bonus under the Incentive Bonus
Program with respect to a completed calendar year of
employment. In addition, you will continue to be covered at
the Company's cost under the Company's medical benefits plan
until you commence new employment or until two years from the
date of termination, whichever occurs first. In the event any
person, corporation, partnership or joint venture becomes the
beneficial owner of thirty percent (30%) or more of the voting
securities of the Company then the provisions of this
Paragraph for two times salary and bonus shall be
automatically revised to 2.9 times such salary plus any unpaid
bonus but subject to the provisions of the attached Exhibit A.
Further, upon the consummation of such a change of ownership
you may, within 30 days, elect to terminate your employment
and if you make such an election the Company, upon such
termination shall a) immediately pay to you 2.9 times your
yearly salary plus any unpaid bonus under the Incentive Bonus
Program with respect to a completed calendar year of
employment; and b) shall make all other payments and provide
all other benefits to you as contained herein as if such
termination occurred "without Cause" as provided in Paragraph
1 (as amended) above.
D) Paragraph 8 shall be amended to read as follows:
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Xx. Xxxxxxx Xxxxx
March 30, 1999
Page 3
In the event that your employment with the Company is
terminated for any reason, by you or by the Company, you agree
that, for a period of one year following such termination of
employment, you shall not, without the prior written consent
of the Company in any way solicit or recruit any employee of
the Company, its affiliates or subsidiaries, for any
employment, consulting or other arrangement for your benefit
or the benefit of any third party. Further, in the event of
such a termination, you agree that for a period of one year
after such termination you will not compete, directly or
indirectly, with the Company or with any division, subsidiary,
or affiliate of Xxxxxx Greetings, Inc. or participate as a
director, officer, employee consultant, advisor, partner or
joint venturer in any business engaged in the manufacture or
sale of greeting cards, gift wrap or other products produced
by the Company, or any division, subsidiary or affiliate of
Xxxxxx Greetings, Inc., without the prior written consent of
the Company.
E) Paragraph 6 shall remain unchanged EXCEPT that the
reference to "March 31, 1999" contained in the first
sentence shall be amended to read "March 31, 2000."
F) All other provisions of the December 28, 1996
contract, namely, Paragraphs 3, 4, 7, 9, 10 and 11,
shall remain unchanged and shall continue to be
binding and in full force and effect.
To indicate your acceptance of and willingness to be bound by this Agreement,
please sign and return one duplicate original of this letter.
Sincerely,
Xxxxxx Greetings, Inc.
By /s/ Xxxxx X. Xxxx
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Date 3/31/99
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AGREED:
/s/ Xxxxxxx Xxxxx
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Xxxxxxx Xxxxx
3/31/99
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Date
