EXHIBIT 99.1(a)
EMPLOYMENT AGREEMENT - CORR
THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of this 1st
day of January, 1998,
BY AND BETWEEN AIRTRAN HOLDINGS, INC.
a Nevada corporation hereinafter referred to
as the "Company"
AND D. XXXXXX XXXX, an
individual, hereinafter referred to as
"Corr"
WITNESSETH:
1. EMPLOYMENT. Company hereby retains and employs Corr to serve in the
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capacity of President and Chief Executive Officer of the Company and its
subsidiaries. Corr accepts such employment upon the terms and conditions
herein set forth.
2. TERM. The term of this Agreement shall commence on January 1, 1998 and
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shall continue until November 1, 1999, unless terminated earlier in
accordance herewith.
3. DUTIES. During the term of this Agreement, and subject to the direction
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and control of Company's Board of Directors, Corr shall perform such duties
and functions as are incident and necessary to the management of the
Company and such other duties and functions consistent with the office held
by Corr or otherwise assigned to him during the term of this Agreement
consistent with his position. Corr agrees to devote his full time,
attention and best efforts to the performance of his duties for the
Company.
4. COMPENSATION AND BONUS.
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(a) Salary. As compensation for his services hereunder, and subject to
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review by the Company's Board of Directors annually, Corr shall
receive an annual base salary of $300,000 per annum, payable in such
manner as is consistent with the Company's then current payroll
practices. Such annual base salary shall be prorated for any partial
period of employment. The Company shall deduct from each salary
payment any and all sums required to be deducted by the Company for
Social Security, federal and state withholding taxes, and any other
federal or local tax or charge, whether now in effect or hereafter
enacted or required, on such compensation.
(b) Bonus. Corr shall be eligible to participate in any management
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incentive bonus program as the Board of Directors of the Company may
determine from time to time and upon such terms and conditions as the
Board of Directors of the Company may determine.
5. REIMBURSEMENT OF EXPENSES. The Company shall reimburse Corr for his
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reasonable and necessary out-of-pocket expenses incurred in connection with
the business of the Company and consistent with Company policies.
6. BENEFITS. Corr shall receive all employment benefits, including, without
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limitation, health insurance, vacation and sick leave, offered or generally
inuring to the benefit of other officers or employees of the Company from
time to time, to the extent Corr is eligible therefor. In the event the
Company wishes to obtain key man life insurance on Corr's life, Corr agrees
to cooperate with the Company in completing any applications necessary to
obtain such insurance and promptly submit to such physical examinations and
furnish such information as any proposed insurance carrier may reasonably
request.
7. TERMINATION. The Company may terminate Corr's employment hereunder at any
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time with or without cause and Corr may resign his employment with Company
at any time.
(a) Upon termination of Corr's employment by the Company for cause or by
Corr's resignation, Corr shall be entitled to no further compensation or
benefits under this Agreement. For purposes of this Agreement, "Cause" to
terminate Corr's employment shall mean (i) that Corr has been convicted of
a felony, as evidenced by binding and final judgment, order or decree of a
court of competent jurisdiction in effect after exhaustion or lapse of all
right of appeal; or (ii) that Corr shall have breached a material term of
this Agreement.
(b) Upon termination of Corr's employment by the Company without cause, the
Company shall pay to Corr a single lump sum severance pay amount equal to
one year's base salary. In such event, the vesting of Corr's stock options
shall be accelerated to the extent such stock options would have become
vested during the twelve (12) months following the date of Corr's
termination of employment by the Company without cause.
8. ASSIGNMENT. This Agreement shall be binding upon and shall inure to the
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benefit of the successors and assigns of the Company. The services to be
rendered by Corr to the Company are individual and personal and performance
of such services may not be rendered to the Company on behalf of Corr by
any other person.
9. FURTHER ASSURANCES. Each party agrees that from time to time it will, on
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its own initiative taken in good faith and at the reasonable request of the
other party, execute and deliver or cause to be executed and delivered such
documents and papers and take all such
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further action, in addition to those required under the express terms of
this Agreement, as may be reasonably required in order to consummate more
effectively the purposes of this Agreement.
10. INDEMNIFICATION. The Company shall provide Corr indemnification throughout
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the term of his employment for his acts as an officer and director of the
Company to such extent as exists on the date hereof, provided however, that
if such indemnification is diminished or is required to be diminished under
any applicable law, statute or other governmental regulation, such
diminution shall not constitute a violation of this provision. The terms
of this Item 10 shall survive the termination of this Agreement for any
reason whatsoever.
11. MISCELLANEOUS.
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(a) Entire Agreement. This Agreement rescinds and supersedes any other
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agreement and this Agreement contains the entire understanding between
the parties relative to the employment of Corr, there being no terms,
conditions, warranties, or representations other than those contained
herein, and no amendment hereto shall be valid unless made in writing
and signed by both of the parties hereto.
(b) Governing Law. This Agreement shall be construed in accordance with
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the laws of the State of Nevada.
(c) Severability. In the event that any provision herein shall be legally
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unenforceable, the remaining provisions nevertheless shall be carried
into effect.
(d) Notices. All notices required or permitted to be given hereunder
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shall be deemed given if in writing and delivered personally or sent
by telex, telegram, telecopy, or forwarded by prepaid registered or
certified mail (return receipt requested) to the party or parties at
the following addresses (or at such other addresses as shall be
specified by like notices), and any notice however given, shall be
effective when received:
To Corr: D. Xxxxxx Xxxx
AirTran Holdings, Inc.
0000 XxxXxxx Xxxxxxxxx
Xxxxxxx, Xxxxxxx 00000
Fax: (000) 000-0000
To the Company: AirTran Holdings, Inc.
0000 XxxXxxx Xxxxxxxxx
Xxxxxxx, Xxxxxxx 00000
Attn: Chief Financial Officer
Fax: (000) 000-0000
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(e) Waiver. The waiver by any party of a breach of any provision of this
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Agreement by the other shall not operate or be construed as a waiver
of any subsequent breach of the same provision or any other provision
of this Agreement.
(f) Counterparts. This Agreement may be executed in one or more
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counterparts, each of which shall be deemed an original, but all of
which together shall constitute one and the same instrument.
(g) Headings. The subject headings to the sections in this Agreement are
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included for purposes of convenience only and shall not affect the
construction or interpretation of any of its provisions.
(h) Construction. Each party has had the opportunity to set forth in this
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Agreement all matters related to the subject hereof. Corr and the
Company acknowledge the binding legal effect of this Agreement, that
this Agreement has been negotiated by the parties hereto and that each
party has, to the extent desired, sought legal counsel related to the
terms, conditions and effect of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first hereinabove written.
/s/ D. Xxxxxx Xxxx
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D. XXXXXX XXXX
AIRTRAN HOLDINGS, INC.
By: /s/ Xxxxxxx Xxxxxxxxx
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Title: Senior Vice President - Finance
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