May 23, 2007
Exhibit
10.3
May
23,
2007
Xx.
Xxxxxxx X. Xxxxx
00000
Xxx
Xxxxxx Xxxx
Xxxxxxxx,
XX 00000
Dear
Xxxx:
As
a follow-up to our discussion, it is
my understanding that you wish to end your employment with Alpha Natural
Resources Services, LLC (“Alpha”), and enter into a new consulting relationship
with Alpha. This letter sets forth our agreement regarding the
termination of your employment, and your future consulting relationship with
Alpha and its affiliates.
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1.
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As
of May 27, 2007 (the “Effective Date”), your employment with Alpha will
voluntarily end.
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2.
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Alpha
will pay you for all wages due for services rendered through the
Effective
Date as an Alpha employee, in accordance with normal pay practices,
less
all federal and state tax or other required withholdings. Per
Alpha's policy and practice, your final paycheck as an Alpha employee
will
include payment for all accrued, unused vacation time, if
any.
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3.
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You
have the opportunity to purchase (at your expense) continued health
benefits coverage under the Consolidated Omnibus Budget Reconciliation
Act
of 1985 (COBRA), as amended, 29 U.S.C. §§ 1161 et seq. beginning
on the Effective Date.
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4.
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As
of the Effective Date, all health and benefit programs in which you
participate as an employee of Alpha will
cease.
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5.
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As
of the Effective Date, your participation in the Alpha Natural Resources,
Inc. (“ANR”) Annual Incentive Bonus Plan for calendar year 2007 and in the
ANR Key Employee Separation Plan shall be terminated and, you shall
not be
entitled to any payments and benefits under those
plans.
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6.
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Pursuant
to the terms and conditions of ANR's Deferred Compensation Plan,
any
contributions made by Alpha or its affiliates into your Supplemental
Retirement Plan account under the plan are
forfeited.
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7.
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Pursuant
to the terms of the restricted stock and performance share award
agreements under the ANR 2005 Long-Term Incentive Plan, the performance
share awards and any unvested portions of the restricted stock awards
granted thereunder shall be automatically cancelled and forfeited
as of
the Effective Date. However, any stock that vested under any
restricted stock awards prior to the Effective Date shall remain
outstanding and owned by you.
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8.
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Pursuant
to the Alpha Coal Management, LLC Grantee Unit Option Agreement and
the
ANR Grantee Stock Option Agreement, vesting of the options to purchase
ANR's common stock granted thereunder shall cease on the Effective
Date
and the unvested portion of such options shall be cancelled and forfeited
by you as of the Effective Date. From the Effective Date until
December 31, 2008, you may exercise the vested portion of such options
(subject to compliance with law and the policies of ANR, Alpha and
their
respective affiliates), and thereafter the vested portion of such
options
shall expire and your ability to exercise them shall
terminate.
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9.
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As
a consultant, you will be paid $1,200.00 for each day worked for
Alpha and
we will mutually agree on a schedule that will work around your
availability.
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10.
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As
you did while an employee of Alpha, you will continue to treat all
information obtained during and through your consultancy with Alpha
in the
same confidential manner.
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11.
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During
the term of your consultancy with Alpha, you agree to release, indemnify,
defend, and hold Alpha, its employees, officers, directors, and agents
harmless from and against any and all suits, claims, demands, costs,
loss
and expense, including attorneys’ fees and other legal expenses, by reason
of liability imposed or claimed to be imposed by law, or otherwise,
upon
Alpha for: (i) damages due to bodily injuries, death, or damage to
property (including such damages suffered by you) arising out of
or in
consequence of the performance of services hereunder, unless such
bodily
injuries, death, or damage to property arise, or are claimed to arise,
out
of the negligence or tortious act or omission of
Alpha.
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I
apologize for the formality of this correspondence. On behalf of all
of us here at Alpha, we appreciate your distinctive service and dedication
to
Alpha since you joined the company. We’ve certainly come a long ways in that
time and we appreciate your contributions along the way. We certainly
wish you were going to remain a part of what is shaping up to be an exciting
future but we respect your desire to spend more time with your
family. Your commitment to and advocacy of the Running Right
philosophy has been exemplary and will continue to be a cornerstone
of how we conduct our business.
If
you are in agreement with the
foregoing, please acknowledge your agreement by signing below and return this
letter to me.
Sincerely,
Alpha
Natural Resources Services,
LLC
/s/
Xxxxx
X. Xxxxxxxxxxx
Xxxxx
X. Xxxxxxxxxxx
Executive
Vice President
Acknowledged
and Agreed:
/s/
Xxxxxxx X.
Xxxxx
Xxxxxxx
X. Xxxxx
Date: May
25, 2007
