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EMPLOYMENT AGREEMENT

Employment Agreement

EMPLOYMENT AGREEMENT You are currently viewing:
This Employment Agreement involves

Affinia Group Inc | Terry R. McCormack

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Title: EMPLOYMENT AGREEMENT
Governing Law: New York    

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                                                                   EXHIBIT 10.11


                              EMPLOYMENT AGREEMENT

                               TERRY R. MCCORMACK


         EMPLOYMENT AGREEMENT (the "Agreement") dated July 21, 2005 by and
between Affinia Group Inc. (the "Company") and Terry R. McCormack (the
"Executive").

         The Company desires to continue to employ Executive and to enter into
an agreement embodying the terms of such employment;

         Executive desires to continue to be employed by the Company and enter
into such an agreement;

         In consideration of the premises and mutual covenants herein and for
other good and valuable consideration, the parties agree as follows:

         1. Term of Employment. Subject to the provisions of Section 7 of this
Agreement, Executive shall be employed by the Company for a period commencing on
May 1, 2005 and ending on December 31, 2007 (the "Employment Term") on the terms
and subject to the conditions set forth in this Agreement; provided, however,
that commencing with December 31, 2007 and on each December 31 thereafter (each
an "Extension Date"), the Employment Term shall automatically be extended for an
additional one year period, unless the Company or Executive provides the other
party hereto 90 days prior written notice before the next Extension Date that
the Employment Term shall not be so extended.

         2. Position.

                  a. During the Employment Term, Executive shall serve as the
         Company's Chief Executive Officer and President. In such position,
         Executive shall have such duties and authority as shall be determined
         from time to time by the Board of Directors of the Company (the
         "Board"). If requested, Executive shall also serve as a member of the
         Board without additional compensation.

                  b. During the Employment Term, Executive will devote
         Executive's full business time and best efforts to the performance of
         Executive's duties hereunder and will not engage in any other business,
         profession or occupation for compensation or otherwise which would
         conflict or interfere with the rendition of such services either
         directly or indirectly, without the prior written consent of the Board;
         provided that nothing herein shall preclude Executive, subject to the
         prior approval of the Board, from accepting appointment to or continue
         to serve on any board of directors or trustees of any business
         corporation or any charitable organization; provided in each case, and
         in the aggregate, that such activities do not conflict or interfere
         with the performance of Executive's duties hereunder or conflict with
         Section 8.

         3. Base Salary. During the Employment Term, the Company shall pay
Executive a base salary at the annual rate of $600,000, payable in regular
installments in accordance with the Company's usual payment practices. Executive
shall be entitled to such increases in Executive's base salary, if any, as may
be determined from time to time in the sole

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discretion of the Board. Executive's annual base salary, as in effect from time
to time, is hereinafter referred to as the "Base Salary."

         4. Annual Bonus. With respect to each full fiscal year during the
Employment Term, Executive shall be eligible to earn an annual bonus award (an
"Annual Bonus") of one hundred percent (100%) of Executive's Base Salary (the
"Target Annual Bonus") upon the achievement of performance goals established by
the Board. Executive may be entitled to greater Annual Bonus for performance in
excess targeted performance goals or a lesser Annual Bonus for performance which
does not meet such targeted performance goals, in each case in the discretion of
the Board.

         5. Employee Benefits. During the Employment Term, Executive shall
generally be entitled to participate in the Company's employee benefit plans
(other than any severance plan) as in effect from time to time (collectively
"Employee Benefits"), on the same basis as those benefits are generally made
available to other senior executives of the Company.

         6. Business Expenses. During the Employment Term, reasonable business
expenses incurred by Executive in the performance of Executive's duties
hereunder shall be reimbursed by the Company in accordance with Company
policies.

         7. Termination. The Employment Term and Executive's employment
hereunder may be terminated by either party at any time and for any reason;
provided that Executive will be required to give the Company at least 30 days
advance written notice of any resignation of Executive's employment.
Notwithstanding any other provision of this Agreement, the provisions of this
Section 7 shall exclusively govern Executive's rights upon termination of
employment with the Company and its affiliates.

                  a. By the Company For Cause or By Executive Resignation
         Without Good Reason.

                  (i) The Employment Term and Executive's employment hereunder
         may be terminated by the Company for Cause (as defined below) and shall
         terminate automatically upon Executive's resignation without Good
         Reason (as defined in Section 7(c)).

                  (ii) For purposes of this Agreement, "Cause" shall mean (A)
         the Executive's continued failure to perform such Executive's duties
         (other than as a result of total or partial incapacity due to physical
         or mental illness) which is not cured for a period of 10 days following
         written notice by the Company or its affiliates to the Executive of
         such failure, (B) conviction or plea of guilty or no contest to a (x)
         felony, or (y) crime involving moral turpitude or the property or
         business of the Company or its affiliates, (C) willful malfeasance or
         willful misconduct in performance of duties to the Company or its
         affiliates, or (D) Executive's breach of the provisions of Sections 8
         or 9 of this Agreement.

                  (iii) If Executive's employment is terminated by the Company
         for Cause, or if Executive resigns without Good Reason, Executive shall
         be entitled to receive:

                  (A) the Base Salary through the date of termination;

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                  (B) any Annual Bonus earned but unpaid as of the date of
         termination for any previously completed fiscal year;

                  (C) reimbursement for any unreimbursed business expenses
         properly incurred by Executive in accordance with Company policy prior
         to the date of Executive's termination; and

                  (D) such Employee Benefits, if any, as to which Executive may
         be entitled under the employee benefit plans of the Company (the
         amounts described in clauses (A) through (D) hereof being referred to
         as the "Accrued Rights").

         Following such termination of Executive's employment by the Company for
Cause or resignation by Executive without Good Reason, except as set forth in
this Section 7(a)(iii), Executive shall have no further rights to any
compensation or any other benefits under this Agreement.

                  b. Disability or Death.

                  (i) The Employment Term and Executive's employment hereunder
         shall terminate upon Executive's death and may be terminated by the
         Company if Executive becomes physically or mentally incapacitated and
         is therefore unable for a period of six (6) consecutive months or for
         an aggregate of nine (9) months in any twenty-four (24) consecutive
         month period to perform Executive's duties (such incapacity is
         hereinafter referred to as "Disability").

                  (ii) Upon termination of Executive's employment hereunder for
         either Disability or death, Executive or Executive's estate (as the
         case may be) shall be entitled to receive:

                  (A) the Accrued Rights; and

                  (B) a pro rata portion of any Annual Bonus, if any, that
         Executive would have been entitled to receive pursuant to Section 4
         hereof in such year based upon the percentage of the fiscal year that
         shall have elapsed through the date of Executive's termination of
         employment, payable when such Annual Bonus would have otherwise been
         payable had Executive's employment not terminated.

         Following Executive's termination of employment due to death or
Disability, except as set forth in this Section 7(b)(ii), Executive shall have
no further rights to any compensation or any other benefits under this
Agreement.

                  c. By the Company Without Cause or Resignation by Executive
         for Good Reason.

                  (i) The Employment Term and Executive's employment hereunder
         may be terminated by the Company without Cause or by Executive's
         resignation for Good Reason.

                  (ii) For purposes of this Agreement, "Good Reason" shall mean
         (A) the failure of the Company to pay or cause to be paid Executive's
         Base Salary or Annual Bonus, when due hereunder or a reduction in the
         Base Salary or Target Annual Bonus from the levels set


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         forth in Sections 3 and 4, respectively (other than any across the
         board reduction in Base Salary and/or Annual Bonus of 15% or less which
         similarly affects the four other highest paid executive officers of the
         Company as of the date hereof, to the extent they are then employed by
         the Company) (B) any substantial and sustained diminution in
         Executive's title, authority or responsibilities from those described
         in Section 2 hereof or (C) any relocation of Executive's principal
         place of employment by more than 50 miles from the Company's current
         offices in Ann Arbor, Michigan, without Executive's consent; provided
         that either of the events described in clauses (A) and (B) of this
         Section 7(c)(ii) shall constitute Good Reason only if the Company fails
         to cure such event within 30 days after receipt from Executive of
         written notice of the event which constitutes Good Reason; provided,
         further, that "Good Reason" shall cease to exist for an event on the
         60th day following the later of its occurrence or Executive's knowledge
         thereof, unless Executive has given the Company written notice thereof
         prior to such date.

                  (iii) If Executive's employment is terminated by the Company
         without Cause (other than by reason of death or Disability) or if
         Executive resigns for Good Reason, Executive shall be entitled to
         receive:

                  (A) the Accrued Rights;

                  (B) subject to Executive's continued compliance with the
         provisions of Sections 8 and 9, an amount equal to 2 times the sum of
         (x) Base Salary and the Average Bonus (as defined below) paid as
         follows: (i) the amount equal to 1 times the sum of Base Salary and the
         Average Bonus shall be paid in equal monthly installments for 12 months
         following the date of such termination of employment and (ii) the
         amount equal to 1 times the sum of Base Salary and the Average Bonus
         shall be paid on the first anniversary of the date of such termination
         of employment in a lump sum cash payment; provided that the aggregate
         amount described in this clause (B) shall be reduced by the present
         value of any other cash severance or termination benefits payable to
         Executive under any other plans, programs or arrangements of the
         Company or its affiliates. "Average Bonus" shall mean an amount equal
         to the average of the Annual Bonuses paid to Executive hereunder for
         the two most recently completed fiscal years preceding Executive's
         termination of employment (or if there has been one, but less than two
         completed fiscal years during the Employment Term, an amount equal to
         the average of the Annual Bonus hereunder for the preceding completed
         fiscal year and the annual bonus (excluding any special non-recurring
         bonuses or retention incentive payments) paid to Executive in respect
         of calendar year 2004 from Dana Corporation (including any pro-rata
         annual bonus paid to Executive by the Company for the part of 2004 in
         which Executive was employed by the Company) (the "2004 Annual Bonus")
         or if there have been no previously completed fiscal years during the
         Employment Term, then an amount equal to the 2004 Annual Bonus).

                  (C) a pro rata portion of any Annual Bonus, if any, that
         Executive would have been entitled to receive pursuant to Section 4
         hereof in such year based upon the percentage of the fiscal year that
         shall have elapsed through the date of Executive's termination of
         employment, payable when such Annual Bonus would have otherwise been
         payable had Executive's employment not terminated; and

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                  (D) continued medical and dental coverage at the Company's
         cost (comparable to such coverage provided by the Company to active
         executives of the Company) for a period of 24 months after the date of
         such termination; provided that if the Company is unable to provide
         such coverage to Executive under the terms of its medical and dental
         plans for any portion of such period, the Company may in lieu of
         providing such coverage pay to Executive an amount equal to the premium
         that would otherwise be paid by active executives for such coverage
         during such period (without giving effect to any Company subsidy).

                  (iv) If Executive's employment is terminated by the Company
         without Cause (other than by reason of death or Disability) or if
         Executive resigns for Good Reason, in each case, within twenty-four
         months following a Change of Control (as defined in the Affinia Group
         Holdings Inc. 2005 Stock Incentive Plan), Executive shall be entitled
         to receive, in addition to the payments and benefits set forth in
         Section 7(c)(iii), a lump sum cash payment equal to the excess, if any,
         of (A) the product of (x) 2 times (y) the Target Annual Bonus over (B)
         the product of (x) 2 times (y) the Average Bonus.

         For purposes of this Section 7(c), in the event such termination of
employment occurs as a result of a resignation by Executive for Good Reason due
to a reduction in Executive's Base Salary or Target Annual Bonus pursuant to
Section 7(c)(ii)(A), the references to Base Salary and Target Annual Bonus in
Sections 7(c)(iii) and 7(c)(iv) shall be deemed to be references to Executive's
Base Salary and Target Bonus immediately before such reduction.

         Following Executive's termination of employment by the Company without
Cause (other than by reason of Executive's death or Disability) or by
Executive's resignation for Good Reason, except as set forth in this Section
7(c)(iii), or Section 7(c)(iv) if applicable, Executive shall have no further
rights to any compensation or any other benefits under this Agreement.

                  d. Expiration of Employment Term.

                  (i) In the event either party elects not to extend the
         Employment Term pursuant to Section 1, unless Executive's employment is
         earlier terminated pursuant to paragraphs (a), (b) or (c) of this
         Section 7, Executive's termination of employment under this Agreement
         (whether or not Executive continues as an employee of the Company
         thereafter) shall be deemed to occur on the close of business on the
         day immediately preceding the next scheduled Extension Date and
         Executive shall be entitled to receive:

                  (A) if Executive is the party that elected not to extend the
         Employment Term, Executive shall be entitled to receive the (x) Accrued
         Rights and (y) commencing upon the date of Executive's termination of
         employment with the Company (which, for the avoidance of doubt, may
         occur after the expiration of the Employment Term), subject to
         Executive's continued compliance with the provisions of Section 8 and
         9, an amount equal to 2 times the Base Salary paid in equal monthly
         installments for 24 months following the date of such termination of
         employment; provided that the aggregate amount described in this clause
         (y) shall be reduced by the present value of any other cash severance
         or termination benefits payable to

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         Executive under any other plans, programs or arrangements of the
         Company or its affiliates; and

                  (B) if the Company is the party that elected        
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