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Exhibit 10.2
July 3, 2001
Xx. Xxxxx X. Xxxxx III
c/o Cott Corporation
000 Xxxxx'x Xxxx Xxxx
Xxxxx 000
Xxxxxxx, XX X0X 0X0
Dear Sir:
RE: EMPLOYMENT AGREEMENT (THE "ORIGINAL AGREEMENT") BETWEEN COTT
CORPORATION (THE "CORPORATION") AND XXXXX X. XXXXX III DATED JUNE 11,
1998
Set out below are the terms upon which the Original Agreement shall be
amended, effective July 3, 2001.
All capitalized words and phrases used in this letter agreement shall
have the meaning ascribed to such words and phrases in the Original Agreement,
unless otherwise defined herein. The term "Agreement" shall mean the Original
Agreement as amended by this letter agreement. The term "you" shall have the
same meaning as the term "Executive."
1. TERM
(a) The first sentence of Section 1.1 shall be amended to substitute
the words "June 30, 2003" in place of the words "January 31, 2002."
(b) The third sentence of Section 1.1 shall be amended to substitute
the words "one hundred and twenty (120)" in place of the words "one hundred and
eighty (180)"
(c) The fourth sentence of Section 1.1 shall be amended to insert
"3," immediately prior to "4."
2. BENEFITS ON TERMINATION
(a) There shall be added to Article 3 of the Agreement a new Section
3.3(e), as follows:
"(e) Upon the termination of this Agreement (other than for
Just Cause) or upon the expiry of the Term of the Agreement, in
addition to the other benefits you shall receive upon such a
termination or expiry,
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you and your spouse shall, as long as either of you shall live, be
entitled to health insurance benefits (medical, dental and vision care,
including prescriptions) ("Health Insurance Benefits") equal to the
greater of (i) all Health Insurance Benefits provided from time to time
to the Chief Executive Officer of the Corporation or any successor
corporation or, in the absence of such Chief Executive Officer, the
highest paid officer of the Corporation or any successor corporation
and (ii) the Health Insurance Benefits immediately prior to the
termination of your employment provided to you. Health Insurance
Benefits includes the benefits provided to the Executive as well as
terms relating to the provision of such benefits. In the event the
Corporation or successor corporation does not provide such Health
Insurance Benefits, the Corporation shall reimburse you for any
expenses you incur to replace such Health Insurance Benefits."
(b) There shall be added to Article 5 of the Agreement a new Section
5.2(c).
"(c) The Corporation shall provide Health Insurance Benefits
to the Executive and his spouse in accordance with Section 3.3(e)."
(c) Section 5.4(c) shall be amended to substitute the words "this
Section 5.4" for the words "this Section 5.3."
(d) There shall be added to Article 5 of the Agreement a new Section
5.4(c)(iii):
"(iii) The Corporation shall provide Health Insurance Benefits
to the Executive and his spouse in accordance with Section 3.3(e)."
(e) Section 5.4(c)(iii), (iv) and (v) shall be renumbered
5.4(c)(iv),(v) and (vi) respectively.
3. BONUS
The first sentence of Section 3.2 shall be amended to substitute the
words "two hundred percent (200%)" in place of the words "one hundred percent
(100%)."
4. OPTIONS
There shall be added to Article 3 new Sections 3.6(i) and (j).
"(i) Effective June 30, 2001, you shall be entitled to an
additional grant of an irrevocable option (the "New Option") pursuant
to the Restated 1986 Common Share Option Plan of the Corporation (the
"Plan") to purchase up to 500,000 common shares (the "New Optioned
Shares") in the capital of the Corporation at a price of Cdn.$16.68 per
common share, being the closing price of the common shares on The
Toronto Stock
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Exchange on June 29, 2001. The New Option may be exercised on a
cumulative basis in respect of 1/36 of the total New Optioned Shares on
each of the next 36 monthly anniversaries of this Agreement. The New
Option shall expire in respect of New Optioned Shares not previously
acquired thereunder or in respect of which rights shall not have
otherwise terminated on the seventh anniversary of the date of its
grant.
(j) The termination of your employment under this Agreement
(other than for Just Cause or upon your voluntary resignation prior to
June 30, 2003) shall be deemed to be a "retirement" under Section
16(iii) of the Plan for purposes of the New Option, the Option and any
other options you may have to purchase common shares in the capital of
the Corporation."
Other than as expressly set out in this letter agreement, the Original
Agreement shall remain in full force and effect, unamended.
If you are in agreement with the foregoing, please execute a duplicate
copy of this letter agreement which is attached and return to the undersigned.
Yours very truly,
COTT CORPORATION
Per:
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Name: Xxxxx X. Xxxxxx
Title: Senior Vice President,
Human Resources
Per:
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Name: Xxxx X. Xxxxxxxx
Title: Senior Vice President,
General Counsel and Secretary
ACKNOWLEDGED, AGREED AND ACCEPTED
AS OF THIS 3RD DAY OF JULY, 2001
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Witness ) ----------------------------------
) XXXXX X. XXXXX III
