Form Agreement COCA-COLA ENTERPRISES INC. EXECUTIVE SEVERANCE PLAN RELEASE OF CLAIMS AND NONCOMPETITION AGREEMENT
EXHIBIT
10.2
Form
Agreement
COCA-COLA
ENTERPRISES INC. EXECUTIVE SEVERANCE PLAN
RELEASE
OF CLAIMS AND NONCOMPETITION AGREEMENT
In
accordance with the terms of the Coca-Coca Enterprises Inc. Executive Severance
Plan (the “Plan”), _________________ (the “Executive”) is entitled to the
following payments and benefits from Coca-Cola Enterprises Inc. or one of its
affiliates (the “Company”) upon the Executive’s termination of
employment:
| · |
Severance
pay of $________, paid in ____ equal monthly installments of $________,
comprised of
|
| o |
$_______
representing ____ months base
salary;
|
| o |
$_______
annual bonus payable at 80% of target;
and
|
| o |
$_______
to assist with future medical
coverage.
|
| · |
Payment
in lieu of the 20__ Management Incentive Plan annual bonus, calculated
as
80 percent of the bonus that would otherwise have been payable based
on
actual performance, paid in a lump sum in the year following the
year of
termination;
|
| · |
Waiver
of any service-based vesting requirements on a pro rata portion of
outstanding restricted stock or stock
units.
|
The
payments and benefits described above, which the Executive acknowledges that
he
or she would not otherwise be entitled to receive, are in consideration of
and
contingent on the Executive executing and not revoking the release of claims
and
noncompetition covenants contained in this Agreement (the “Agreement”), as well
as the Executive’s compliance with the other terms and obligations under the
Plan, including, without limitation, the confidentiality, nonsolicitation,
nondisparagement, return of Company records and property, and cooperation
requirements contained in the Plan. The Executive also acknowledges that all
payments under the Plan are subject to tax withholding applicable to
wages.
1. Release
of Claims.
The
Executive agrees, for the Executive, the Executive’s spouse, heirs, executor or
administrator, assigns, insurers, attorneys and other persons or entities acting
or purporting to act on the Executive’s behalf, to irrevocably and
unconditionally release, acquit and forever discharge the Company, its
affiliates, subsidiaries, directors, officers, employees, shareholders,
partners, agents, representatives, predecessors, successors, assigns, insurers,
attorneys, benefit plans sponsored by the Company and said plans’ fiduciaries,
agents and trustees (collectively “Company Parties”), from any and all actions,
cause of action, suits, claims, obligations, liabilities, debts, demands,
contentions, damages of any nature whatsoever, judgments, levies and executions
of any kind, whether in law or in equity, known or unknown, which the Executive
now has, owns or holds, or claims to have had, own or hold, or which the
Executive at any time prior to now had, owned or held, or claimed to have,
own
or hold against any of the Company Parties or in any way connected to the
Executive’s employment with the Company. This release specifically includes,
without limitation, any tort, contract, fraud or constitutional claim; any
claim
based on wrongful discharge, breach of contract, violation of public policy,
interference with legal rights, or promissory estoppel; any claim for workers’
compensation retaliation; any whistleblower claim; any claim arising under
federal, state or local law prohibiting race, sex, age, religion, national
origin, handicap, disability or other forms of discrimination or retaliation;
any claim arising under federal, state or local law concerning employment
practices; and any claim relating to compensation or benefits. This specifically
includes, without limitation, any claim which the Executive has or has had
under
Title VII of the Civil Rights Act of 1964, as amended by the Civil Rights Act
of
1991; 42 U.S.C. §1981; the Age Discrimination in Employment Act, as amended by
the Older Workers Benefit Protection Act; the Americans with Disabilities Act,
as amended; the Worker Adjustment and Retraining Notification Act; and the
Employee Retirement Income Security Act of 1974, as amended. The Executive
agrees that this is a general release and it is to be broadly construed as
a
release of all claims; provided
that
notwithstanding the foregoing, this Agreement does not include a release of
any
claims that cannot be released hereunder by law.
As
part
of this Agreement, the Executive understands that he or she is waiving all
claims for age discrimination under the Age Discrimination in Employment Act.
Pursuant to the Older Workers Benefit Protection Act, the Executive represents
and acknowledges that he or she has been informed as to any class, unit, or
group of individuals covered by this group termination program, any eligibility
factors and time limits applicable to this group termination program, the job
titles and ages of all individuals covered by this group termination program,
and the ages of all individuals in the job classification or organizational
unit
who are not eligible or selected for the group termination program. Further,
the
Executive represents and acknowledges that he or she has carefully read and
understands all of the provisions of this Agreement, and that he or she is
voluntarily entering into this Agreement. The Executive represents and
acknowledges that he or she has been advised in writing to, and has been
afforded the right and opportunity to, consult with an attorney prior to
executing this Agreement. The Executive has forty-five (45) days
within which to consider this Agreement, and seven (7) days following its
execution to revoke this Agreement. All payments and benefits provided under
the
Plan are contingent on, and will not be paid until the Executive executes and
does not revoke this Agreement.
2. Noncompetition.
The
Executive covenants and agrees that, during the period beginning with the
Executive’s termination of employment and ending with the last installment
payment of severance provided under the Plan, the Executive will not directly
or
indirectly, on the Executive’s own behalf or on behalf of any person or entity,
compete with the Company by performing activities or duties substantially
similar to the activities or duties performed by the Executive for the Company
during the year preceding the Executive’s termination of employment for any
business entity that is a Direct Competitor of the Company within the Restricted
Area.
A
“Direct
Competitor” of the Company is any business or operations within the Restricted
Area owned or operated by PepsiCo, Inc., The Pepsi Bottling Group, Inc., or
Cadbury Schweppes plc. The “Restricted Area” is that area within a fifty (50)
mile radius of the Executive’s primary workplace at the time of the Executive’s
termination of employment. The Executive expressly acknowledges and agrees
that,
because of the nature of the services the Executive has provided to the Company,
the Executive has provided services throughout the Restricted Area and,
therefore, the Restricted Area is reasonably defined to protect the Company’s
legitimate business interests.
3. Entire
Agreement.
This
Agreement and the Coca-Cola Enterprises Inc. Executive Severance Plan set forth
the entire agreement between the Executive and the Company Parties as to the
termination of the Executive’s employment with the Company, and fully supersedes
any and all prior agreements or understandings between the Executive and the
Company Parties pertaining to the termination of the Executive’s employment with
the Company.
THIS
AGREEMENT CONTAINS A WAIVER AND GENERAL RELEASE OF ALL KNOWN AND UNKNOWN CLAIMS.
THE EXECUTIVE ACKNOWLEDGES THAT HE OR SHE HAS CAREFULLY READ AND UNDERSTANDS
THIS AGREEMENT, AND THAT HE OR SHE HAS BEEN ADVISED TO AND HAD THE OPPORTUNITY
TO CONSULT WITH AN ATTORNEY BEFORE EXECUTING THIS
AGREEMENT.
The
parties have executed this Agreement on the date(s) indicated
below.
Date:_________________________ _________________________________
[Executive]
________________________________
COCA-COLA
ENTERPRISES INC.
Date:_________________________
By:_____________________________ Title:
