EXHIBIT 10.53
November 21, 1995
Xx. Xxxxxx X. Xxxxxxxxx
0000 Xxxxx Xxxxx Xxxxx
Xxxxxxxxxxxx, XX 00000
Dear Xxx:
This letter will set out our agreement regarding your employment and
management responsibilities as Vice President, Manufacturing effective
December 14, 1995.
1. Position: The position is Vice President, UNC Manufacturing reporting
to Xxx Xxxxxxx, Chairman, President and Chief Executive Officer of UNC
Incorporated. The position is located in Annapolis, Maryland.
You will be responsible for managing the profitability and growth of the
units comprising UNC's Manufacturing operations, including UNC Tri
Manufacturing, UNC Xxxxxxx Technology, UNC All Fab, UNC Tri Remanufacturing
and UNC Artex.
2. Compensation:
(a) Base Salary: Your base annual salary will
be $210,000 and reviewed in accordance with UNC's salary plan guidelines.
(b) Incentive Compensation Plan: You will be
designated a participant in UNC's Incentive Compensation Plan (the "Plan"),
under which you may receive incentive compensation of up to 50% of your base
annual salary depending on the performance of UNC Manufacturing and the
Corporation in achieving their annual business plan goals. You will also be
eligible to receive an additional incentive award from the CEO's
discretionary fund that recognizes exceptional performance on your part in
comparison with the performance of other key executives of UNC.
3. Relocation: You will be reimbursed for the reasonable costs of
relocation for you and your family in accordance with UNC's employee
relocation policy, a copy of which is enclosed.
4. Other Benefits:
(a) Perquisites: You will receive a $10,000
per year allowance, paid in January and July, in lieu of car expenses and
other perquisites.
(b) Retirement Income Savings Plan: You will
continue to be eligible to participate in the UNC Retirement Income Savings
Plan.
(c) Group Insurance: You will continue to be
eligible to participate in the group benefit plans you currently have through
December 31, 1995. Effective January 1, 1996, you will be eligible to
participate in the group benefit plans offered to employees of UNC
Corporate.
(d) Vacation: Your annual vacation
entitlement will be four (4) weeks and is to be used in the year earned with
no carryover.
4. Termination: In the event of the termination of your employment at the
initiative of UNC Incorporated, for any reason other than for cause, you will
be entitled to receive up to twelve (12) months of salary and group health
benefits continuance from the date of termination of your active employment
to the time alternative employment is obtained.
If the foregoing is acceptable to you, please sign and return the enclosed
copy of this letter to me.
Sincerely,
/s/Xxx Xxxxxxx
Chairman, President and
Chief Executive Officer
Accepted:
/s/ X.X. Xxxxxxxxx
DAC/aa
Enclosure