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EXHIBIT 10G
SEVERANCE AGREEMENT AND GENERAL RELEASE
This AGREEMENT is made between XXXXXXX FURNITURE INDUSTRIES, INC., and
its affiliates, subsidiaries and predecessors (referred to herein, collectively
and individually, as "Company") and XXXX X. XXXX ("Xx. Xxxx").
A. REASONS FOR AGREEMENT
1. Xx. Xxxx is being separated from his employment with the Company
effective November 27, 1999.
2. The Company has agreed to provide certain additional benefits to
Xx. Xxxx for the consideration from Xx. Xxxx specified below.
B. AGREEMENT
For and in consideration of the mutual promises and commitments
specified herein, the parties agree as follows:
1. Special Severance Package. The Company agrees to provide Xx. Xxxx with
the following benefits, which are referred to as the "Special Severance
Package." The Special Severance Package includes, but also contains benefits
over and above, those benefits, if any, normally provided by Company policy.
Notwithstanding the Special Severance Package, Xx. Xxxx shall be deemed to have
become separated from his employment with and to have ceased to be an employee
of Company on November 27, 1999.
(a) Xx. Xxxx shall receive payment at his current salary for the
full seven months of November, 1999 through and including May, 2000 (i.e.,
$19,583.33 per month, less pre-tax deductions for health insurance coverage and
deductions or withholdings for state and federal taxes, social security, etc.,
on or about the last day of November, 1999 and each month thereafter until and
including the last day of May, 2000). During the severance period, the Company
shall permit Xx. Xxxx to receive health insurance coverage at Xx. Xxxx'x expense
for himself and any of his dependents as are currently covered at the same
premium rates as are charged to employees. The Company also agrees that the
executive supplemental health insurance plan shall remain in effect for Xx. Xxxx
during the severance period (i.e., through May, 2000).
(b) The qualifying event concerning Xx. Xxxx'x rights under the
Consolidated Omnibus Budget Reconciliation Act, 29 U.S.C. Section 1161, et seq.
("COBRA") shall be November 30, 1999.
(c) The Company shall be deemed to have accepted Xx. Xxxx'x
resignation effective as of November 27, 1999.
(d) Options awarded by the Company to Xx. Xxxx prior to the date
hereof will not have vested prior to the end of the severance period and,
therefore, shall be deemed cancelled as of November 27, 1999.
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(e) In January, 2000, provided there is no breach of this Agreement
by Xx. Xxxx, the Company will pay to Xx. Xxxx such amount as Xx. Xxxx was
scheduled to receive for his 1999 fiscal year-end bonus (based on the relative
levels of achievement of performance measurements for fiscal year 1999 set for
Xx. Xxxx), together with the deferred $20,000 sign-on bonus taken in lieu of a
prorated fiscal year 1998 bonus. The payment will be not less than the
guaranteed portion of his $235,000 bonus potential (such guaranteed portion
being $115,000) plus the deferred $20,000 sign-on bonus, with interest thereon
in accordance with the terms of Xx. Xxxx'x offer letter, for a total of
$142,000. If the levels of achievement of the performance measurements for
fiscal year 1999 provide for a 1999 fiscal year-end bonus in excess of $115,000,
the amount of 1999 fiscal year-end bonus in excess of $115,000 will be payable
to Xx. Xxxx without interest thereon.
2. General Release. In consideration for the Special Severance Package, Xx.
Xxxx agrees, for himself and his heirs, representatives, successors and assigns,
that he has been finally and permanently separated from employment with the
Company, and that he waives, releases and forever discharges the Company, its
current and former owners, shareholders, directors, officers, employees and
agents, from any and all claims, known or unknown, that he has or may have
against the Company, relating to or arising out of his employment with the
Company and his separation thereof, or otherwise, including but not limited to
any claims of wrongful discharge, breach of express or implied contract,
liability in tort, claims of any kind that may be brought in any court or
administrative agency, any claims under Title VII of the Civil Rights Act of
1964, as amended, the 1991 Civil Rights Act, the Americans With Disabilities
Act, the Age Discrimination in Employment Act, the Employee Retirement Income
Security Act, the Fair Labor Standards Act, or any other federal, state or local
law relating to, or arising out of his employment with the Company and his
separation thereof.
3. Special Release Notification. The General Release, paragraph B.2,
includes a release of all claims under the Age Discrimination in Employment Act
("ADEA") and, therefore, pursuant to the requirements of the ADEA, Xx. Xxxx
acknowledges that he has been advised: (i) that this release includes, but is
not limited to, all claims under the ADEA arising up to and including the date
of execution of this release; (ii) to consult with an attorney and/or other
advisor of his choosing concerning his rights and obligations under this
release; (iii) to fully consider this release before executing it and that he
has been offered ample time and opportunity, in excess of 21 days, to do so; and
(iv) that this release shall become effective and enforceable 7 days following
execution of this Agreement, during which 7-day period Xx. Xxxx may revoke his
acceptance of this Agreement by delivering written notice to Xxxxxx X.
Xxxxxxxxx, Vice President-Administration & Human Resources, Xxxxxxx Furniture
Industries, Inc., 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, X.X. Xxx 000, Xxxxxxx, Xxxxxxxx
00000, with a copy to Xxx X. Xxxxxx, General Counsel, Xxxxxxx Furniture
Industries, Inc., 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, X.X. Xxx 000, Xxxxxxx, Xxxxxxxx
00000.
4. Non-Disclosure. Xx. Xxxx agrees that the terms of this Agreement and his
Special Severance Package are confidential, and agrees not to disclose the terms
or amount thereof to any person other than his attorney, income tax preparer or
similar professional. To the extent that he discloses this information, Xx. Xxxx
agrees to instruct such professional that this information is to be kept
confidential.
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5. Cooperation. Xx. Xxxx agrees that he will continue to cooperate with the
Company by projecting a positive attitude toward the Company, its customers and
employees, and its products. Xx. Xxxx represents that he has returned or
concurrently with his execution and delivery of this Agreement is returning to
the Company any and all computers equipment, records, documents and
correspondence now or previously in his possession which belong to the Company
or that relate in any way to his employment with the Company. Xx. Xxxx warrants
and agrees that any information he may have obtained about the Company, its
employees and its business relationships, policies and dealings shall be kept
strictly confidential.
6. No Admission. It is understood and agreed that the Company admits no
liability to Xx. Xxxx whatsoever, whether for the Special Severance Package
provided herein or otherwise, or for any other benefits other than those, if
any, provided by Company policy; provided that the foregoing statement shall not
be construed to relieve the Company of its obligations and undertakings
contained in this Agreement. The Company has entered into this Agreement solely
for the purpose of maintaining an amicable and cooperative relationship between
Xx. Xxxx and the Company.
7. Successors and Assigns. This Agreement shall be binding upon Xx. Xxxx,
his heirs, representatives, successors, and assigns and the Company's successors
and assigns.
8. Entire Agreement. The parties understand and agree that all terms of
this Agreement are contractual and are not a mere recital. Xx. Xxxx represents
and warrants that, in negotiating and executing this Agreement, he has had an
adequate opportunity to consult with competent counsel or other representatives
of his choosing concerning the meaning and effect of each term and provision
hereof, and that there are no representations, promises or agreements other than
those expressly set forth in writing herein. The parties have carefully read
this Agreement in its entirety, fully understand and agree to its terms and
provisions, and intend and agree that it is final and binding.
IN WITNESS WHEREOF, and intending to be legally bound, the parties have
executed this Agreement as of the 27th day of November, 1999.
/s/ Xxxx X. Xxxx
/s/ XXXXXXX FURNITURE INDUSTRIES, INC.
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