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Exhibit 10.1
CHANGE IN CONTROL SEVERANCE AGREEMENT
MONTEREY GOURMET FOODS, INC.
RECITALS
WHEREAS
, the Board of Directors of Monterey Gourmet Foods, Inc.
(“Company”), recognizing that a change in control of
the Company (as hereinafter defined) could occur, that its threat
or occurrence could result in significant distraction of personnel,
and that it is in the best interest of the Company to retain the
services of its principal executive employees
(“Executives”) and to ensure their continued dedication
and efforts without undue concern for their personal financial and
employment security, has establish a plan “Plan”) for
such purposes; and
WHEREAS
the Board has authorized and directed that an agreement for such
purposes in accordance with the terms of the Plan (this
“Agreement”) be entered into between the Company and
the Executive named below.
THEREFORE the Company and the Executive do agree as
follows:
AGREEMENT
1.
For the purposes of this Agreement, the term “Change in
Control” shall mean any of the following:
(a)
The closing of a sale or conveyance of all or a majority (over 50%)
of the consolidated assets or business of the Company and its
subsidiaries, directly or indirectly, whether through the sale of
stock or other equity interests, the sale of assets, or by merger,
consolidation or other business combination, or any combination
thereof; or
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