Exhibit 10.3
XXXX HOLDINGS, INC.
FORM 10-K FOR YEAR ENDED DECEMBER 31, 1999
EXHIBIT 10.3 - PRINCIPAL TERMS OF EMPLOYMENT FOR CERTAIN
EXECUTIVE OFFICERS
Filed as Exhibit 10.2 to the Company's Form 10-K for fiscal 1999 is the form of
an employment contract that has been executed between Xxxx Graphic Systems, Inc.
and each of the executive officers whose compensation is reported in Part III,
Item 11 other than Xx. Xxxxxxx (the "Named Executive Officers"). Included in
this Exhibit 10.3 are the principal terms of employment for each of the Named
Executive Officers as reflected in the Addendums to their individual contracts.
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EFFECTIVE DATE OF CONTRACT MINIMUM ANNUAL
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OFFICER AGREEMENT TERM BASE SALARY
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Xxxx X. Xxxxxxxxxx February 1, 1999 2 years $300,000
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Xxxxxx X. Xxxxxx XXX February 1, 1999 2 years $300,000
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Xxxxxxx X. Xxxxx February 1, 1999 2 years $200,000
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Xxxxxxx X. Xxxxxx February 1, 1999 2 years 151,500 (1)
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(1) In British Pounds Sterling
STOCK OPTIONS:
All of Named Executive Officers are eligible for stock option grants in
accordance with a plan to be adopted by the Company.
INCENTIVE COMPENSATION:
All of the Named Executive Officers are eligible to participate in the Company's
Annual Bonus Plan as approved by the Board of Directors. In addition, Xx.
Xxxxxxxxxx is entitled to receive an amount of $205,000 as compensation for the
forfeiture of his anticipated 1998 bonus from a prior employer. $153,750 of this
amount was paid in December 1998 and $51,250 will be paid by March 31, 2000.
SIGN-ON AWARD:
Xx. Xxxxxxxxxx received a sign-on award of $288,000, payable in installments of
$188,000 in December 1998 and $100,000 by December 31, 1999.
FRINGE BENEFITS:
All of the Named Executive Officers are eligible to participate in the Company's
automobile program, in which the use of an automobile is provided at Company
expense.
Messrs. Brnilovich, Gaynor, and Sutis are eligible to participate in the
Company's 401(k) Restorative Plan. Xx. Xxxxxx is eligible to participate in the
Xxxx UK Executive Pension Plan, and, in the event of a retirement by Mr. Xxxxxx
xxxxx to age 60, under certain conditions, he will be entitled to receive an
undiscounted pension.
Messrs. Xxxxxxxxxx, Xxxxxx and Sutis are eligible for reimbursement of
reasonable fees for personal legal, financial, tax or estate planning in an
amount not to exceed $2,500 per annum and are also eligible to participate in
the Company's annual executive physical examination program. Xx. Xxxxxx is
eligible for reimbursement of the costs of a membership at a health club.
OTHER BENEFITS:
In the event that Xx. Xxxxxxxxxx'x employment is terminated for reasons other
than: (1) voluntary resignation for other than Good Reason; (2) termination by
the Company for Cause; (3) death; (4) disabilty; or (5) retirement, he is
entitled to receive a payment equal to that portion of the $51,250 incentive
compensation payment and the $100,000 sign-on award referred to above which are
unpaid at the date of such termination. In addition, in the event that Xx.
Xxxxxxxxxx elects to leave the Company due to the non-occurrence of certain
events which are specified in his agreement, he will be paid a lump sum payment
equivalent to one year's annual base salary and the portion of any annual bonus
which has been accrued at that time.
Xx. Xxxxxxxxxx was given an 18 month period in which to relocate from his
residence in Virginia and is entitled to reimbursement of temporary housing
costs and economy class airfare for travel between his Virginia residence and
his work location in Illinois during this period.
