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XXXXXX & XXXXXXXX CORPORATION
Form 10-Q for Quarterly Period Ended December 27, 1998
Exhibit No. 10.1
SEPARATION AGREEMENT
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SEPARATION AGREEMENT
This agreement is made as of this 30th day of November by and between Xxxxxx &
Xxxxxxxx Corporation, a Wisconsin corporation (the "Employer") and Xxxxxx X.
Xxxxxxxx (the "Employee"). In consideration of the promises set forth herein,
the parties hereto agree as follows:
1. Employment. Employment agreement executed on January 30, 1998 between
Xxxxxx X. Xxxxxxxx and Xxxxxx & Xxxxxxxx shall remain in force through
October 31, 1999. The Employee's service shall be performed at the location
where he was employed immediately preceding the date hereof or any office
or location less than 35 miles from such location.
2. Other Compensation and Benefits. Except as specified in this Section 2 and
Sections 3 and 4 hereof, Employee shall participate in such executive
compensation structures and employee benefit plans as shall cover senior
executives of the Employer generally and his participation and benefits
(and the participation and benefits of any person claiming through his
status as a participant) shall be governed by the terms and conditions of
such structures and plans through October 31, 1999.
3. Supplemental Pension Benefits. If Employee's employment shall continue
until October 31, 1999, he shall be entitled to a monthly pension benefit
commencing November 1, 1999 equal to $16,667.00, which shall be payable in
the form of a joint and 100% survivor annuity - i.e., the monthly pension
shall be $16,667.00 during Employee's lifetime, and should the spouse to
whom he was legally married on November 1, 1999 survive him, she will be
paid a monthly annuity for her life of $16,667.00. Such amounts shall
include any amounts to which the Employee and such surviving spouse may be
entitled under any qualified defined benefit pension plan maintained by the
Employer and any unfunded supplemental defined benefit pension plan
maintained by the Employer. To the extent that Employee is covered by a
plan or plans described in the preceding sentence, he shall make all such
elections and file all such papers as the Employer shall require so that
benefits under such plans shall be payable in the form and at the time
specified in the first sentence of this Section 3. To the extent that the
benefits specified under this Section 3 exceed the benefits payable under
such plans, any and all such benefits shall be an unfunded obligation of
the Employer as to which the Employee and any person claiming through the
Employee shall be merely a general unsecured creditor of the Employer;
provided that the Company shall cause this benefit to be covered by the
"rabbi" trust which it maintains with respect to other executive benefits.
4. Medical Coverage. If Employee's employment shall continue until October 31,
1999, he shall be entitled to purchase medical coverage for the period
commencing on his separation from active service and continuing until he
reaches age 65 as though he were covered by the medical coverage
continuation rules of the Consolidated Omnibus Budget Reconciliation Act of
1985, as amended ("COBRA") for that entire period.
5. Release. As a condition to the receipt of the benefits described in the
first clause of the first sentence of Section 3 hereof, the Employee shall
execute such release as the Employer shall specify.
6. Governing Law. This Agreement shall be governed by the internal laws of the
State of Wisconsin.
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7. Binding Effects. The rights and obligations of the Employer hereunder shall
inure to the benefit of and shall be binding upon the respective successors
and assigns of Employer.
8. Non-waiver. The waiver by Employer of a breach of any provision of this
Agreement shall not operate or be construed as a waiver of any other or
subsequent breach by the Employee.
9. Approval. This Agreement shall be subject to the approval of the
Nominating, Compensation and Governance Committee of the Board of Directors
of the Employer.
10. Headings. Headings are for convenience of reference only.
XXXXXX & XXXXXXXX CORPORATION
By /s/ X. X. Xxxxxx, Xx. /s/ X. X. Xxxxxxxx
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X. X. Xxxxxx, Xx., Chairman Xxxxxx X. Xxxxxxxx (Employee)
Nominating, Compensation and
Governance Committee
