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Exhibit 10.18
EMPLOYMENT AGREEMENT
THE PRINCETON REVIEW, INC.
This Employment Agreement is between Xxxx Xxxxxxx ("Xxxxxxx") and The
Princeton Review, Inc. ("TPR"), and is subject to the current terms of the
Executive Compensation Policy Statement, which is attached as Exhibit A (the
"Policy Statement"). Terms may be defined in The Princeton Review Glossary. This
Agreement supersedes any previous employment agreement.
1. Job Description: Xxxxxxx shall serve as Chief Operating Officer (COO) of
TPR.
2. Compensation TPR shall pay Xxxxxxx $257,500 per year increasing at 3% per
year. Further, TPR will give an annual bonus of $50,000 and an annual
performance bonus of up to 50% of base salary, based on performance.
3. Stock Option Grant: In addition to Stock previously issued, TPR hereby
grants Xxxxxxx an option to purchase 300,000 shares of Series B Common
Stock, at a $6.25 strike price, vesting quarterly over the next four years.
4. Term: This Agreement has an initial two-year term, which will automatically
be extended for additional two-year periods on each anniversary of the
effective date until (i) Xxxxxxx voluntarily terminates employment or (ii)
TPR gives contrary written notice to Xxxxxxx at least 6 months prior to the
anniversary date.
5. Disability: In Paragraph 4.2 of Exhibit A, the aggregating period shall be
180 days.
6. Severance Payments and Benefits: If TPR terminates Xxxxxxx'x employment
without cause under Section 4.1 of the Policy Statement or does not renew
the Agreement under Section 3.1, then, in addition to the payments provided
under Section 5.1, but in lieu of the payments provided under Section 5.3,
TPR will his annual base salary for an additional eighteen months following
termination. In addition, Xxxxxxx will be entitled to reimbursement of
COBRA payments to maintain medical and dental insurance for 18 months.
7. Spite: Remedies available to TPR under Section 2.4.2 shall not include
repayment of stock option appreciation.
8. Right to a vehicle: Company will continue to cover the expenses for a
leased vehicle and parking. Vehicle lease cost shall not exceed $400 per
month.
9. Loan: At Xxxxxxx'x request, after April 1st, 2001, unless TPR has gone
public, TPR will lend to Xxxxxxx on a fully non-recourse basis up to an
aggregate principal amount
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of $500,000. This loan shall accrue interest at the prime rate, have a term
of 8 years, and require no payment of principal or interest for the first
four years of the term, Thereafter, the loan shall be paid back over 4
years in equal annual installments. TPR may hold as collateral Xxxxxxx'x
TPR Stock valued (based upon TPR's Agreed Value) at up to 250% of the
outstanding loan principal.
10. Right to be connected: Xxxxxxx will be provided with a cell phone and
personal computer.
Agreed to this April 27th, 2000.
/s/ Xxxx Xxxxxxx /s/ Xxxx Xxxxxxx
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Xxxx Xxxxxxx Xxxx Xxxxxxx
Chief Executive Officer
