1
September 27, 1999
Xxx Xxxxxxxxx
0000 Xxxxxxx Xxxxx
Xxxxxxxxxxx, XX 00000
Dear Xxx:
RE: Revised Letter
This letter, with slight revisions from my letter of September 15, is to confirm
our recent discussions regarding the consulting business which you are
commencing and the relationship of this decision to your Separation Benefits
with AMS.
As you know, you have a signed and executed Separation Agreement and Release on
file with AMS which calls for the payment of Severance Pay and continuance of
Health Care and Welfare Benefits for a period of six months from your
Termination Date, April 23, 1999 to October 23, 1999. Additional base salary pay
would only apply if employment, including consultant/independent contractor
work, had not been obtained. You have informed me that you will soon be
establishing a consulting business which, per the Agreement, would cause the
curtailment of pay and benefits on October 23. However, you have requested an
extension of pay and benefits to provide assistance in the early stages of your
business.
In line with this, we agree to continue your regular base salary in effect as of
your Termination Date ($225,000 per annum) for a total period of 10 months from
April 23, 1999, which would be up to February 28, 2000. Additionally, we agree
to provide 12 months of Health Care and Welfare Benefits from April 23, 1999 up
to April 22, 2000. At the end of that period, you will be entitled to elect
continuance coverage for health care, dental (through COBRA) and life insurance
for 18 months, as if your employment with AMS had then terminated. Please be
aware that your contributions for these benefits in 2000 will be per the amount
charged to active employees (through April 22) and normal COBRA rates, both of
which will probably increase next year.
The above offering in no way alters the Separation Agreement and Release which
you have signed with the company; it merely provides an extension to your
Separation Benefits Summary as a means of goodwill. Also, your original
Employment Agreement with the Company still is in force. I call your attention
to Section 8. Secrecy and Non-
2
Competition, items a., b., and c. As you discussed several weeks ago, we would
interpret the Agreement and have the expectation that you would not be providing
consulting work to companies which are in a competing business with AMS. Also,
if your consulting business entails recruitment and search work, that you would
not present any opportunities or entice any AMS employees to leave the Company
for any other position.
Please acknowledge your understanding and agreement with the above below and
return this to me as soon as possible. Certainly contact me if you have any
questions.
Sincerely,
/s/ Xxx Xxxx
Xxx Xxxx
Vice President, Human Resources
Cc: Xxxx Xxxxxxxxxx, Warburg, Xxxxxx
I HAVE READ, UNDERSTAND AND AGREE TO THE ABOVE
/s/ Xxx X. Xxxxxxxxx 9/29/99
-------------------------------- --------------------------
Xxx X. Xxxxxxxxx Date
