Looking for an agreement? Search from over 1 million agreements now.

Form of Severance Agreement

This is an actual contract by Borders Group.

Save time and money with our Premium Packages.
Buy all (8) recommended agreements for
$140.00 (50% savings)
Agreement Preview
Sectors: Specialty Retail
Effective Date: June 06, 2000
Related Agreement Types:
Search This Document
June 6, 2000


(First_Name)(Last_Name)


Dear (First_Name):


This letter will confirm our understanding concerning your employment with Borders Group, Inc. (the "Company"). You are sometimes referred to herein as the "Executive."


1. Subject to the mitigation provisions set forth below and to paragraphs 8
and 9 hereof, if your employment with the Company is terminated by the
Company other than for Cause or Disability or if you terminate your
employment with the Company for Good Reason, the Company will pay to you:


(a) Your base salary through the month during which termination
occurred, plus any other amount due you at the time of termination
under any bonus plan of the Company; and


(b) Monthly severance payments equal to (i) your monthly base salary
at the time of termination, plus (ii) 1/12th of the "threshold"
bonus amount targeted for you for the fiscal year in which
termination occurred.


Such monthly severance payments shall commence in the month following termination (to be paid on or about the 15th day of the month) and shall continue for twelve months; provided however, that if termination of your employment occurs within a one-year period following a Change in Control, the severance payments shall continue for twenty-four months and, subject to the mitigation provisions set forth below and to paragraphs 8 and 9 hereof, shall be equal to (i) your monthly base salary at the time of termination or immediately prior to the Change in Control, whichever base salary amount is greater, plus (ii) 1/12th of the "threshold" bonus amount targeted for you for the fiscal year in which termination occurred or the fiscal year immediately prior to the Change in Control, whichever bonus amount is greater.


Notwithstanding the foregoing, you agree to make reasonable efforts to seek (and to immediately notify the Company of) other employment and to the extent that you receive compensation from other employment, the severance payments provided herein shall be correspondingly reduced.


No payments shall be due if your employment with the Company is terminated because of your retirement or death or is terminated by the Company for Cause or Disability or by you other than for Good Reason (except for any benefits which may be due you in normal course under any employee benefit plan of the Company which provides benefits after termination of employment).


All payments hereunder shall be subject to applicable withholding and deductions.


2. Termination by the Company for "Cause" means termination based on (i)
conduct which is a material violation of Company policy or which is
fraudulent or unlawful or


2


which materially interferes with your ability to perform your duties,
(ii) misconduct which damages or injures the Company or substantially
damages the Company's reputation, or (iii) gross negligence in the
performance of, or willful failure to perform, your duties and
responsibilities.


3. Termination by you for "Disability" means termination based on inability
to perform your duties and responsibilities by reason of illness or
incapacity for a total of 180 days in any twelve-month period.


4. Termination by you for "Good Reason" means termination based on the
occurrence without your express consent of any of the following: (i) a
reduction in your base salary, other than for Cause or Disability and
other than as part of an across-the-board salary reduction generally
imposed on executives of the Company (unless such across-the-board salary
reduction occurs within a one-year period following a Change in Control
of the Company), or (ii) within a one-year period following a Change in
Control of the Company, a material diminution by the Company of benefits
(taken as a whole) provided to you immediately prior to the Change in
Control.


5. A "Change in Control" shall mean:


(a) The acquisition by any individual, entity or group (within the
meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange
Act of 1934, as amended (the "Exchange Act") (a "Person") of
beneficial ownership (within the meaning of Rule 13d-3 promulgated
under the Exchange Act) of 20% or more of either (i) the then
outstanding shares of common stock of the Company (the "Outstanding
Company Common Stock") or (ii) the combined voting power of the
then outstanding voting securities of the Company entitled to vote
generally in the election of directors (the "Outstanding Company
Voting Securities"); provided, however, that for purposes of this
subsection (a), the following acquisitions shall not constitute a
Change of Control: (i) any acquisition directly from the Company,
(ii) any acquisition by the Company, (iii) any acquisition by any
employee benefit plan (or related trust) sponsored or maintained by
the Company or any corporation controlled by the Company or (iv)
any acquisition by any corporation pursuant to a transaction which
complies with clauses (i), (ii) and (iii) of subsection (c) of this
Section 5; or


(b) Individuals who, as of the date hereof, constitute the Board (the
"Incumbent Board") cease for any reason to constitute at least a
majority of the Board; provided, however, that any individual
becoming a director subsequent to the date hereof whose election,
or nomination for election by the Company's shareholders, was
approved by a vote of at least a majority of the directors then
comprising the Incumbent Board shall be considered as though such
individual were a member of the Incumbent Board, but excluding, for
this purpose, any such individual whose initial assumption of
office occurs as a result of an actual or threatened election
contest with respect to the election or removal of directors or
other actual or threatened solicitation of proxies or consents by
or on behalf of a Person other than the Board; or 3


(c) Consummation of a reorganization, merger or consolidation or sale
or other disposition of all
-- End of Preview --
Home| About Us| FAQ| Subscription | Contact Us |

Privacy Policy   Terms of Service  3.85.143.239