Exhibit 99.1
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
This SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this "Amendment") is
effective as of January 1, 2004, and entered into as of May 4, 2004 by and
between XXXXXXX X. XXXXXXXXX, an individual residing in the State of New York
("Executive"), and ACADIA REALTY TRUST, a Maryland real estate investment trust
with offices at 0000 Xxxxxxxxxx Xxxxxx, Xxxxx 000, Xxxxx Xxxxxx, Xxx Xxxx 00000
(the "Trust").
WHEREAS, Executive is presently employed by the Company pursuant to an
Employment Agreement between the Trust and Executive dated as of October 23,
1998 (the "Agreement"); and
WHEREAS, the Agreement was amended by the First Amendment to Employment
Agreement dated as of January 1, 2001; and
WHEREAS, Executive and the Trust desire to amend the Employment
Agreement as hereinafter set forth.
NOW, THEREFORE, for good and valuable consideration, receipt of which
is hereby acknowledged, Executive and the Trust agree as follows:
1. SUB-PARAGRAPH 2(A). The second sentence of sub-paragraph 2(a) is
hereby deleted and the following substituted therefor:
"The Employment Period shall be for a minimum term of three (3) years
commencing on the date of this Agreement and ending on the third
anniversary thereof (the "Employment Term")."
2. NEW SUB-PARAGRAPH 3(B). The following shall be substituted in its
entirety for sub-paragraph 3(b) of the Employment Agreement:
"(b) Place of Employment. The principal place of employment of
Executive shall be the Trust's executive offices in White Plains, New
York."
3. NEW SUB-PARAGRAPH 4(A). The following shall be substituted for the
first sentence of sub-paragraph 4(a) of the Employment Agreement:
"(a) Salary. From January 1, 2004 and thereafter during the
Employment Period, the Trust shall pay the Executive a minimum annual
base salary in the amount of $312,000 (the "Annual Base Salary"),
payable in accordance with the Trust's regular payroll practices."
4. SUB-PARAGRAPH 4(B). The following shall be substituted in its
entirety for sub-paragraph 4(b) of the Employment Agreement:
"(b) Incentive Compensation Bonuses. Following the end of each
calendar year during the Employment Period, commencing with the
calendar year ending December 31, 2004 (each such calendar year being
referred to herein as an "Incentive Bonus Period") Executive shall be
considered for an incentive bonus (the "Incentive Bonus") based upon
Executive's performance and the financial and operating results of the
Trust for such Incentive Bonus Period, which bonus shall be payable in
such amount and at such time as the Compensation Committee shall
determine, it being understood, however, that the Compensation
Committee shall be guided by some of the following factors:
o achieving stated goals of the Trust;
o total return to shareholders;
o achieving FFO goals;
o other similar measurements of the Executive's performance.
The Incentive Bonus will include both cash, restricted shares
and options to purchase Common Shares as the Compensation Committee
shall approve, in its sole discretion. Any such options shall be issued
at the then fair market value of the Common Shares and on such other
terms as the Compensation Committee shall determine."
5. SUBPARAGRAPH 5(A)(IV). The names "New York, New York" and "Port
Washington, New York" shall be deleted and "White Plains, New York" shall be
substituted therefor.
6. NEW SUB-PARAGRAPH 7(II). The following shall be substituted in its
entirety for sub-paragraph 7(ii) of the Employment Agreement:
"(ii) an amount computed at an annualized rate equal to the
Executive's Annual Base Salary at the rate then in effect pro-rated for
the period commencing on the day following the date of termination and
ending three years from the date of termination (the "Severance
Salary"); plus"
7. NEW SUB-PARAGRAPH 7(IV). The following shall be substituted in its
entirety for sub-paragraph 7(iv) of the Employment Agreement:
"(iv) a further amount computed at an annualized rate equal to
the average of the total cash value of the bonuses (whether awarded as
Cash Incentive Bonuses or in restricted stock, the value of the latter
to be calculated as of the date of the award) awarded to the Executive
for each of the last two (2) calendar years immediately preceding the
year in which the Executive's employment is terminated, pro-rated for
the period commencing on the day following the date of termination and
ending three years from the date of termination ("Severance Bonus");
plus"
8. AFFIRMATION. Except as amended hereby, the Employment Agreement
shall remain in full force and effect.
9. COUNTERPARTS. This Amendment may be executed in separate
counterparts, each of which is deemed to be an original and both of which taken
together shall constitute one and the same agreement.
10. CHOICE OF LAW. This Amendment shall be governed by and construed
in accordance with the laws of the State of New York, without regard to
principles of conflicts of laws thereunder.
11. ENTIRE AGREEMENT. This Amendment constitutes the entire agreement
of the parties with respect to the subject matter hereof and supersedes all
other prior agreement and undertakings, both written and oral, between the
parties with respect to the subject matter hereof.
[SIGNATURE PAGE TO FOLLOW]
IN WITNESS WHEREOF the undersigned have executed this Amendment as of
the date first above written.
ACADIA REALTY TRUST
By:
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Xxxxxx Xxxxxxx
Senior Vice President
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Xxxxxxx X. Xxxxxxxxx
