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Form Of Severance Agreement

This is an actual contract by Applebees International.

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Sectors: Retail
Governing Law: Kansas, View Kansas State Laws
Effective Date: January 01, 1997
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CHANGE IN CONTROL AGREEMENT


This Agreement is made as of , 1997, by and between APPLEBEE'S INTERNATIONAL, INC., a Delaware corporation (the "Company") and _________________ (the "Executive").


WHEREAS, for purposes of this Agreement, "Company" is hereby defined to include Applebee's International, Inc. and all of its wholly-owned subsidiaries or subsidiaries of subsidiaries now or hereafter in existence.


WHEREAS, the Company believes it to be in its best interest to provide for continuity of management and to protect its management personnel against financial hardship in the event of a change in control of the Company.


NOW, THEREFORE, in consideration of premises and the mutual terms and conditions hereof, the company and the Executive hereby agree as follows:


1. Termination After Change in Control. In the event of a Change in Control, as defined below, any termination of Executive's employment with the Company within the 12 month period following such Change in Control, whether by Executive or by the Company and whether with or without cause, the following shall occur:


a. On the tenth business day following the effective date of
such termination, the Executive shall receive a lump sum payment in
cash equal to (i) his current fiscal year annualized salary times a
multiple ("Multiple") and (ii) either an amount equal to (a) the
Multiple times his/her prior year's bonus, if such a Change in Control
occurs during the first six months of any year, or (b) if the Change in
Control occurs in the second six months of any year, the Multiple times
the annualized amount of all earned bonuses, including any amount of
accrued but unpaid bonus amounts (including any hold backs), calculated
under the Executive Bonus Plan for each prior fiscal quarter in the
fiscal year in which the termination becomes effective, including the
fiscal quarter in which the termination becomes effective (so long as
the termination becomes effective after the ninth week of such fiscal
quarter). Multiple is defined as a fraction, the denominator of which
is twelve (12) and the numerator of which is a number equal to twelve
(12) plus a number equal to the number of years of service of the
Executive for the Company, rounded to the nearest whole number, said
numerator not to exceed twenty (20). By way of example only, the
payment to be made pursuant to the foregoing as a result of a Change in
Control occurring in March regarding an executive with 2.6 years of
service, who earns a base salary of $100,000 and who received a bonus
during the preceding year of $40,000 would be computed as follows:


$100,000 x 15/12 + $40,000 x 15/12 = $175,000; and


1


by way of further example only, the payment to be made pursuant to the
foregoing as a result of a Change in Control occurring in second week
of September regarding an Executive who earns a base salary of $100,000
and who received a bonus for the first two quarters of the year in the
amount of $15,000 paid and $7,500 accrued but unpaid and who upon
calculation of the projected bonus for the 3rd quarter would be
eligible for an additional $7,500, the amount would be computed as
follows:


$100,000 x 15/12 + $22,500 x 15/12 + $7,500 x 15/12 + ($30,000
x 3/4) x 15/12 = $190,625.00; and


b. The Executive shall be entitled to continuation of coverage
for twelve (12) months (beginning with the month subsequent to the
effective date of such termination) under all Company paid or partially
paid health, disability, or group life insurance plans or any
retirement, pension, or profit sharing plans, or any stock, restrictive
stock, phantom stock, stock appreciation rights or o
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