Exhibit 10.61
EMPLOYMENT AGREEMENT
THE PRINCETON REVIEW, INC.
This employment Agreement is between Xxxxxxx Xxxxxx ("Xxxxxx") and The
Princeton Review, Inc. ("TPR"), and is subject to the terms of the Executive
Compensation Policy Statement, the current form of which is attached as Exhibit
A (the "Policy Statement"). Terms may be defined in The Princeton Review
Glossary. This Agreement supersedes any previous employment agreement.
1. Job Description: Xxxxxx shall serve as the Chief Financial Officer of TPR.
2. Compensation: As of January 1, 2002, TPR shall pay Xxxxxx $250,000 per
year, increasing annually by 3%. He shall also receive a bonus of up to 50%
of base salary, as per Exhibit B, attached.
3. 2001 Bonus: Xxxxxx will receive a bonus for 2001 of $55,000, payable as
soon as practicable in 2002.
4. Stock Option Grant: TPR shall xxxxx Xxxxxx an option to purchase 100,000
shares of Common Stock at fair market value as indicated by the closing
price of REVU on the date of this agreement . These options shall be
subject to the terms and conditions of The Princeton Review, Inc. Stock
Option Grant attached hereto.
5. Term: This Agreement will expire on February 14, 2004, and will
automatically be extended for additional two-year periods upon the
completion of the initial term and any two-year extension period thereafter
until (i) Exec voluntarily terminates employment or (ii) TPR gives contrary
written notice to Exec at least 6 months prior to the completion of the
initial term or any two-year extension period thereafter. TPR will not be
under any obligation to make additional option grants, such as those
described in paragraph 3 above, for any extension terms of this Agreement
unless agreed by TPR and Exec.
6. Severance Payments and Benefits: If TPR terminates Exec's employment
without Cause, then in addition to the payments provided under Section 5.1
of the Policy Statement, but in lieu of the payments provided under Section
5.3 of the Policy Statement, TPR will pay Exec an amount equal to his
annual base salary for 10 months.
Agreed to this October 15, 2001.
/s/ Xxxx Xxxxxxx /s/ Xxxxxxx Xxxxxx
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Xxxx Xxxxxxx Xxxxxxx Xxxxxx
CEO, TPR
EXHIBIT B
BONUS CALCULATION
60% TPR hits budget
25% Accounting dept gets timely (15th of each month), accurate numbers to SEC
and division heads, and has no security breaches or major accounting
errors. The department itself is on budget, and structured so that Xxxxx is
not the only chief.
15% Xxxxx coaches division heads to understand their businesses better, budget
more accurately, and hit their targets. 2003 budget complete by 12/1/02