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EX-10.1 Employment Agreement

Employment Agreement

EX-10.1 Employment Agreement | Document Parties: CONMED CORP You are currently viewing:
This Employment Agreement involves

CONMED CORP

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Title: EX-10.1 Employment Agreement
Governing Law: New York     Date: 11/2/2006
Industry: Medical Equipment and Supplies     Sector: Healthcare

EX-10.1 Employment Agreement, Parties: conmed corp
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Exhibit 10.1

 

Employment Agreement

 

October 31, 2006

Mr. Eugene R. Corasanti

525 French Road

Utica, New York 13502

 

Dear Mr. Corasanti:

 

In consideration of the mutual promises herein contained, CONMED Corporation, a New York corporation (hereinafter the “Company”), and you hereby agree that, commencing January 1, 2007 (the “Effective Date”), you will be employed by the Company on the following terms and conditions:

 

1.         Employment.

 

The Company hereby agrees that you will be employed to serve as a Vice Chairman of the Company during the term of employment set forth in Section 2 of this Agreement. You hereby agree to serve in any such capacity during such term of employment. On the Effective Date, you will become the Non-Executive Chairman of the Board of Directors of the Company and the Company shall cause you to be nominated for election to the Board of Directors of the Company (and shall use its reasonable best efforts to cause you to remain the Non-Executive Chairman) during your term of employment under this Agreement. The Company will provide an office for you either in Utica, New York, or in Largo, Florida, or at such other location as may be mutually agreeable.

 

2.         Term of Employment.

 

Subject to the provisions for termination pursuant to Section 5 of the Agreement, your term of employment under this Agreement shall commence on the Effective Date and continue until terminated by you or the Company.

 

3.        Duties During Term of Employment.

 

During your term of employment under this Agreement, you shall devote such business time, attention and efforts to the affairs of the Company and its subsidiaries and affiliates as is reasonably required and shall perform such executive and administrative duties for the Company and subsidiaries and affiliates as you may reasonably be called upon to perform, from time to time, by the Board of Directors and/or Chief Executive Officer of the Company.

 


 

4.        Compensation and Benefits.

 

(a)         Base Annual Salary.

 

The Company shall pay to you during your term of employment under this Agreement a base annual salary at the rate of at least $104,000 per year, payable in equal weekly installments during each year of your term of employment. It is understood that the Board of Directors of the Company may in its discretion review from time to time your base annual salary and in its discretion may from time to time increase your base annual salary and/or grant bonuses if it determines that circumstances justify any such increase and/or bonuses.

(b)         Deferred Compensation.

 

Commencing on the Effective Date, the deferred compensation arrangements established under Section 4(b) of your prior employment agreement with the Company, as amended, shall be paid out to you (or, in the event of your death, to your estate) over the 120 months following the Effective Date (with the last payment to be made in December of 2016) pursuant to the terms of Section 4(b) of your prior employment agreement (including, without limitations, the interest crediting mechanics). For the avoidance of doubt, payment under this Section 4(b) shall be made regardless of the time of your “retirement”.

(c)         Benefit Plans.

 

You also shall be entitled to participate in all life and health insurance plans, pension plans and other plans, benefits or bonus arrangements provided by the Company from time to time during your term of employment under this Agreement and made available by the Company to its executives generally, if and to the extent that you are eligible to participate in accordance with the provisions of any such plan or for such benefits. Specifically, you shall be entitled to participate in the Company’s stock option plans and shall continue to be entitled to participate in the Company’s pension and disability plans and be provided with reimbursement of club memberships and automobile expenses as under present practices. In no event shall the benefits provided you be less, in the aggregate, than those provided you under present plans and practices. Life and health insurance benefits, reimbursement of club memberships and automobile expenses shall continue for you and your wife during the terms of your lives. In addition, the Company shall reimburse you for your reasonable personal legal and accounting expenses related to your estate and tax planning and to preparing and filing your tax returns. The split dollar life insurance coverage will continue under current practices.

 

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