Exhibit 10.30
EMPLOYMENT AGREEMENT
THIS AGREEMENT is made effective as
of August 15, 2007, by and among Pregis Holding I Corporation,
a Delaware corporation ( “Pregis I” ),
and its wholly owned subsidiaries, Pregis Holding II Corporation, a
Delaware corporation ( “Pregis II” ), and
Pregis Corporation, a Delaware corporation (
“Pregis” ) (Pregis I, Pregis II
and Pregis, collectively, the “Employers”
and individually an “Employer” ), and D.
Keith LaVanway ( “Executive” ).
RECITALS
WHEREAS, Executive desires to be
employed by Employers;
WHEREAS, Employers desire to employ
Executive and to utilize his management services as indicated
herein, and Executive has agreed to provide such management
services to Employers; and
WHEREAS, as a condition precedent and
a material inducement for Employers to employ and pay Executive,
Executive has agreed to execute this Agreement and the
Noncompetition Agreement, dated as of the date hereof, between
Pregis I and Executive (the “Noncompetition
Agreement” ), and be bound by the provisions herein
and therein.
NOW, THEREFORE, in consideration of
the mutual covenants contained herein, the parties hereto agree as
follows:
PROVISIONS
1. Term and Duties .
Employers hereby agree to employ Executive as Vice President and
Chief Financial Officer, commencing on his first day of full time
employment, but no later than September 4, 2007 (the
“Start Date” ) and continuing for a
period of three (3) years (the “Initial
Term” ) or until terminated in accordance with this
Section 1 or Section 4. Unless terminated by either
Executive or Employers by written notice delivered at least thirty
(30) days prior to the expiration of the Initial Term,
Executive’s employment shall continue for successive one
(1) year terms (each one (1) year term hereinafter
referred to as a “Subsequent Term” and,
together with the Initial Term, the
“Term” ) until terminated by written
notice delivered at least thirty (30) days prior to the
expiration of the Subsequent Term. Subject to the provisions of
this Agreement, during the Term, Executive shall devote his best
efforts and abilities to the performance of Executive’s
duties on behalf of Employers, and to the promotion of their
interests consistent with and subject to the direction and control
of the Board of Directors of each Employer (the
“Board” ). Executive shall devote
substantially all of his business time, energies, attention and
abilities to the operation of the business of Employers and shall
not be actively involved in any other trade or business or as an
employee of any other trade or business.
2. Compensation During
Term.
(a)
Base Compensation . In consideration of the services to be
rendered by Executive during the Term, Employers shall pay to
Executive as base salary $360,000 per year ( “Base
Compensation” ), payable bi-weekly and prorated for
any partial employment period.
(b)
Bonus . On the Start Date, Employers shall pay Executive a
one-time signing bonus of $100,000. Subject to the limitations set
forth in this Agreement, commencing with the fiscal year beginning
January 1, 2007, Executive shall be eligible to receive an
annual incentive bonus (the “Incentive
Bonus” ) based upon the achievement of one or more
performance goals as determined by the Board in its sole
discretion. The amount of the Incentive Bonus shall be determined
in the manner set forth on Schedule A hereto. For the fiscal
year ending December 31, 2007, the Employers shall pay the
Executive a pro-rated Incentive Bonus based on the portion of the
year Executive is employed by the Employers at such time as bonuses
are payable to senior executives generally; provided, however, that
the amount of such bonus shall be no less than $150,000.
3. Benefits .
(a) Executive
shall be eligible to participate in such benefit programs offered
by each Employer (other than bonus plans), such as health, dental,
life insurance, vision, vacations and pension, as are offered to
similarly-situated employees (except in the case of equity-based
incentive plans where awards are subject to Board (or committee
thereof) approval) and in each case on no less favorable terms of
benefits than are generally available to the employees of Employers
(based on seniority and salary level), subject in each case to the
generally applicable terms and conditions of the plan, benefit or
program in question.
(b) Employers
shall reimburse Executive for all reasonable expenses incurred by
him in the course of performing his duties under this Agreement
which are consistent with Employers’ policies in effect from
time to time with respect to travel, entertainment and other
business expenses, subject to Employers’ requirements with
respect to reporting, documentation and approval of such
expenses.
(c) The
Employers shall reimburse the Executive for the following
reasonable expenses that the Executive incurs in relocating his
primary residence to the Chicago, Illinois metropolitan area:
(a) the cost of any temporary housing in the Chicago, Illinois
metropolitan area for 6 months, not to exceed $5,000 per
month, (b) transportation of belongings; (c) two
house-hunting trips; (d) broker and other fees related to sale /
acquisition of primary residence; (e) set-up costs of
telephone, cable and broadband; (f) airfare and lodging for
family related to such relocation and house-hunting
2
trips
and (g) caretaker costs for primary residence in Richfield
Hills, OH for a period of up to twelve months and a cost not to
exceed $5,000.
4. Termination .
Executive’s employment shall terminate upon the first to
occur of the following (each, a “Termination
Date” ):
(a) The
expiration of the Term;
(b) Executive’s
death or disability (mentally, physically or emotionally), so that
Executive cannot substantially perform his duties hereunder for a
period of ninety (90) consecutive days or for one hundred
eighty (180) days during any 365 day period during the
Term;
(c) Executive’s
voluntary termination of his employment for any reason, upon not
less than ten (10) business days’ written notice to
Employers; or
(d) Employers’
termination of Executive’s employment with or without Cause
(as hereinafter defined).
5. Termination Payments
.
(a) Except
as otherwise provided herein, if Executive’s employment is
terminated pursuant to Section 1 by thirty
(30) days’ prior written notice or pursuant to
Section 4, Executive’s Base Compensation and other
benefits, if any, shall terminate on the Termination Date.
(b) Upon
termination of Executive’s employment without Cause or by
reason of the Employer’s failure to renew this Agreement
after the Initial Term or any Subsequent Term, Employers shall be
obligated, in lieu of any other remedies available to Executive, to
pay Executive (A) an amount equal to his then current Base
Compensation (the “Termination Payment”
); (B) (i) if the Termination Date occurs during the months of
January-June of the fiscal year, a pro rata Incentive Bonus for the
fiscal year in which the termination occurs (the
“Target Pro Rata Incentive Payment” ),
based on Executive’s target Incentive Bonus for such fiscal
year; or (ii) if the Termination Date occurs during the months
of July-December of the fiscal year, a pro rata Incentive Bonus for
the fiscal year in which the termination occurs (the
“A
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