EXHIBIT 10.27
[LETTERHEAD OF CALCOMP]
July 31, 1997
Xxxxxxxx Xxxxxxx
Xx. Vice President
Digital Printing Systems Division
Xxxxxxx, XX 00000
Dear Winfried:
The following agreement is a good faith settlement of an actual and/or potential
dispute between CalComp and Employee and is entered into for the purpose of
resolving any differences and to avoid the burden, expense, delay and
uncertainties of litigation and administrative actions. This agreement is hereby
made effective July 1, 1997 among CalComp Technology, Inc. located at 0000 Xxxx
Xx Xxxxx Xxxxxx, Xxxxxxx, Xxxxxxxxxx 00000, represented by Xx. Xxxx X.
Xxxxxxxxx, President and CEO; CalComp GmbH, Xxxxxxx-Xxxxxx-Xxxxxxx 0, 00000,
Xxxxx, Xxxxxxx, represented by its sole shareholder, CalComp Technology, Inc.,
the latter being represented by Xx. Xxxx X. Xxxxxxxxx, and Xx. Xxxxxxxx Xxxxxxx,
Im Xxxxxxx 19, 40699 Erkrath, Germany.
It is agreed that you are hereby appointed Sr. Vice President, General Manager
for the Digital Printing Systems Division of CalComp Technology, Inc. Prior
employment contracts of December 1, 1987 together with the supplements dated
November 22, 1988; June 17, 1993; August 23, 1994; June 25, 1996 ("Agreement")
and January 10, 1997 will remain in effect while a decision on the arrangements
described in paragraph six is reached. Notwithstanding the foregoing, the
following will govern any severance payment that will be made in the case of
termination, removal from your current position unless you and we agree on a new
position, or remuneration reduction: an amount equal to one year's remuneration
(including base salary, MICP at the target for the year in which termination
occurs, medical, statutory social, company pension and company car value
benefits) plus statutory notice period of six (6) months to the end of the
quarter and lump sum cash payment for any remaining accrued vacation. In the
event the target for MICP has not yet been established for the year when
termination occurs, the target shall be deemed to be 40% of your then current
salary.
You shall also receive all amounts due you under the Lockheed Xxxxxx and CalComp
Deferred MICP Plans and have all rights with respect to stock options granted to
you (under the terms of the Lockheed Xxxxxx and CalComp stock option plans)
which exist at the time of your termination, and have all rights under the
Social Benefit Plan ("Versorgungsordnung") of CalComp GmbH.
The new appointment does not affect your activities as Managing Director
("Geschaeftsfuehrer") of CalComp GmbH. It is agreed that you will continue to
perform activities on behalf of and for the benefit of the German GmbH. You
will, therefore, also spend, to a certain extent, working days for CalComp GmbH
in Neuss as required. The split of the remuneration payments between CalComp
GmbH and CalComp Technology, Inc. will continue to be 27/73, respectively, if
appropriate. Insofar as the remuneration relates to CalComp GmbH and is paid by
CalComp GmbH, social security (pension) charges, medical and statutory social
benefits and wage taxes will be withheld.
Xxxxxxxx Xxxxxxx
July 31, 1997
Page 2
You will continue to perform your activities for the two "CalComp" companies
primarily from Anaheim, California. CalComp Technology, Inc. shall continue to
compensate you for extraordinary and additional expenses incurred while on, or
in returning from your non-domestic location based on the terms and the
conditions of the temporary assignment agreement (copy attached as Exhibit I) of
June 25, 1996.
In January 1998, CalComp Technology, Inc. and you will mutually agree either to
transfer you from Germany to Anaheim, California based on the terms and
conditions of Lockheed Xxxxxx Corporate Policy No. CPS-539, or the severance
offered in paragraphs #2 and #3 will go into effect as the full, complete and
final settlement of all Employee's claims and potential claims against CalComp
as defined above, including, but not limited to: wages, salary, overtime pay,
reinstatement, pay in lieu of notice, bonuses, vacation, sick pay, benefits
(other than those specified in the foregoing paragraphs), insurance,
compensatory and punitive and liquidated damages, attorney's fees.
You will also receive tax assistance through CalComp's agent, presently Ernst &
Young, under the provisions covered by the Lockheed Xxxxxx Policy as follows:
- Preassignment Consultation
- Tax Preparation
- Tax Protection
Anaheim: 7/31/97 Anaheim: 7/31/97
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Date Date
/s/ XXXX X. XXXXXXXXX /s/ XXXX X. XXXXXXXXX
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Xxxx X. Xxxxxxxxx Xxxx X. Xxxxxxxxx for
President & CEO CalComp GmbH
CalComp Technology, Inc.
ACCEPTED:
Anaheim: 7/31/97
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Date
/s/ XXXXXXXX XXXXXXX
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Xxxxxxxx Xxxxxxx
Enclosure
