Exhibit 10.23
VOLUNTARY NON-COMPETITION AGREEMENT
WHEREAS, Allstate is engaged throughout the United States in the provision of
personal property, casualty and life insurance; and
WHEREAS, Xxxxxx X. Xxxx ("Xx. Xxxx") has been the President of Allstate,
Personal Lines for six years and has been a valued member of the Senior
Management Team of Allstate for several years and has, as a result been in a
position with Allstate which exposes him to virtually all of Allstate's
Confidential Business Information as described in Section 4 of this Agreement;
and
WHEREAS, Xx. Xxxx is retiring from his position as President;
Allstate and Xx. Xxxx agree as follows:
In consideration of the mutual promises and agreements hereinafter set forth,
the receipt and sufficiency of which are hereby mutually acknowledged, Allstate
Insurance Company ("Allstate") on its own behalf and on behalf of its officers,
directors, agents, servants, employees, stockholders and assigns, its
subsidiaries, parents and affiliates, and all other persons, firms, associations
and corporations jointly or severally liable with it, and Xx. Xxxx, presently an
employee of Allstate, do hereby enter into this Voluntary Non-Competition
Agreement ("Agreement") and do hereby mutually covenant and agree as follows:
1. As of the close of business on December 31, 1999, Xx. Xxxx shall
retire from Allstate. Following Xx. Xxxx'x retirement on December
31, 1999, Allstate shall pay to Xx. Xxxx $43,175 per month,
subject to federal, state, and other applicable tax deductions
beginning January 1, 2000 through December 31, 2000. Should Xx.
Xxxx die after January 1, 2000 and on or before all payments have
been made pursuant to this paragraph, the total unpaid balance of
the payments provided for in this paragraph shall be paid in a
lump sum to Xx. Xxxx'x estate.
2. The exercisability of the Awards granted to Xx. Xxxx under The
Allstate Corporation Equity Incentive Plan ("the Plan") on or
prior to December 30, 1999 shall be accelerated to December 31,
1999.
3. Without limiting the effect of any other provision of this
Agreement, the payments referred to in this Agreement shall not
restrict Xx. Xxxx'x right to seek employment apart from Allstate,
or its subsidiaries, or to accept such employment, so long as,
until December 31, 2000, such employment is not in a competitive
business. For purposes of this Agreement, "competitive business"
means any entity which 1) on the basis of total premiums for
personal lines on a state by state basis as
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available from A. M. Best for 1999 is one of the three largest
personal lines insurance entities in any state of the United
States; and any entity which 2) on the basis of total premiums
for personal lines on a national basis (50 state) as available
from A. M. Best for 1999 is one of the ten largest personal lines
insurance entities in the United States. It is expressly agreed
by the parties that, notwithstanding the foregoing, Xx. Xxxx'x
ownership of not more than five percent of the equity securities
of any company having securities listed on an exchange or
regularly traded in the over-the-counter market shall not, in and
of itself, be deemed inconsistent with this paragraph.
4. As used in this Agreement, "Confidential Business Information"
shall mean any proprietary information, and copyrighted
information, relating to the business or affairs of Allstate or
its products, regardless of media or form, including but not
limited to, product development and marketing strategies and
business strategies; provided, however, Confidential Business
Information shall not include any information which is in the
public domain or becomes known in the industry through no
wrongful act on the part of Xx. Xxxx or breach of this Agreement.
Xx. Xxxx will forever hold in strict confidence all such
information and shall notify Allstate promptly should he become
aware of any unauthorized disclosure of such information. Xx.
Xxxx acknowledges that Allstate's Confidential Business
Information is vital, sensitive, confidential and proprietary to
Allstate.
5. This Agreement contains the entire agreement between the parties,
and each acknowledge that there are no other agreements or
understandings between them except as expressly provided for
herein. This Agreement is to be governed by the law of the State
of Illinois.
6. In order for Allstate to effectively prevent the disclosure of
its Confidential Business Information, Xx. Xxxx agrees to notify
Allstate, as soon as possible, if he is either subpoenaed to
provide documents and/or testimony or is otherwise required by
law to provide documents and/or testimony wherein Xx. Xxxx
reasonably believes that the information he will be required to
disclose contains Allstate's Confidential Business Information.
IN WITNESS WHEREOF, the parties hereto have approved and executed this Agreement
on this 9th day of December, 1999.
/S/XXXXXX X. XXXX
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Xxxxxx X. Xxxx
ALLSTATE INSURANCE COMPANY
By: /S/XXXXXX X. XXXX
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