EXHIBIT 10.9
TERMINATION AGREEMENT
THIS TERMINATION AGREEMENT (the "Agreement") is made this 30th day of
September, 2002 between Xxxxxxx X. Xxxxxxx ("Employee") and Color Imaging, Inc.
and its subsidiaries (collectively, "Color").
WHEREAS, Employee and Color entered into that certain Employment
Agreement dated June 28, 2000 by and between Color and Employee (the "Employment
Agreement") and amended pursuant to the letter dated June 10, 2002 from Xxxxxxx
X. Xxxxxxx to Board of Directors of Color;
WHEREAS, concurrently herewith, Color, Employee and certain others are
entering into that certain Share Exchange Agreement (the "Exchange Agreement");
WHEREAS, this Agreement is being entered into pursuant to the Exchange
Agreement;
NOW, THEREFORE, in consideration for the mutual covenants and
conditions set forth herein and other good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, the parties hereby
agree as follows:
1. Termination of Employment Agreement. The Employment Agreement shall
terminate effective immediately. Color shall have no further obligation or
liability to Employee under the Employment Agreement except (a) Color shall pay
to Employee $6,057.69 per two-week period (the "Severance Amount") through the
Compensation Termination Date (as defined below), and (b) Color shall reimburse
Xxxxxxx for any premium costs incurred by Xxxxxxx from the Closing Date (as
defined in the Exchange Agreement) through the Compensation Termination Date in
connection with Xxxxxxx'x participation in any health or life insurance plan
which is established by Logical Imaging Solutions, Inc. ("Logical") for the
benefit of its executives generally, provided (i) such Logical plan is
comparable to the health and life insurance plans in which Xxxxxxx participated
as an employee of Color, and (ii) Xxxxxxx participates in such Logical plans
under coverage options (e.g. single, family, etc.) and/or benefit levels
comparable to those in which Xxxxxxx participated as an employee of Color. The
Severance Amount shall be paid on Color's normal payroll schedule. Color may
withhold from such payments all applicable federal, state or local taxes. The
"Compensation Termination Date" shall mean March 10, 2003.
2. Multiple Counterparts. This Agreement may be executed in one or
more counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
3. Governing Law. This Agreement shall be governed by and construed
under the laws of the State of Georgia.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date set forth above.
COLOR IMAGING SOLUTIONS, INC.
By: /S/ XXXXXX X. XXX XXXXXXX
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Name: Xxxxxx X. Xxx Xxxxxxx
Title: Executive Vice President
EMPLOYEE:
/S/ XXXXXXX X. XXXXXXX
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Xxxxxxx X. Xxxxxxx
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