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AMENDMENT TO THE AMENDED AND RESTATED RETENTION/SEVERANCE/ NON-COMPETITION AGREEMENT

NonCompetition Agreement

AMENDMENT TO
THE AMENDED AND RESTATED RETENTION/SEVERANCE/ NON-COMPETITION
AGREEMENT | Document Parties: HUFFY CORP You are currently viewing:
This NonCompetition Agreement involves

HUFFY CORP

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Title: AMENDMENT TO THE AMENDED AND RESTATED RETENTION/SEVERANCE/ NON-COMPETITION AGREEMENT
Date: 3/5/2004
Industry: Recreational Products     Sector: Consumer Cyclical

AMENDMENT TO
THE AMENDED AND RESTATED RETENTION/SEVERANCE/ NON-COMPETITION
AGREEMENT, Parties: huffy corp
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                                                                    EXHIBIT 10.e

 

                                AMENDMENT TO THE

                    AMENDED AND RESTATED RETENTION/SEVERANCE/

                            NON-COMPETITION AGREEMENT

 

         The Amended and Restated Retention/Severance/Non-Competition Agreement,

as amended (the "Agreement"), dated ___________________, between

___________________ ("you" or "Employee") and Huffy Corporation (the

"Corporation"), is hereby amended, effective as of February 11, 2004.

 

                              W I T N E S S E T H:

 

         WHEREAS, the Agreement was entered into on or about _______________;

and

 

         WHEREAS, at the time the Corporation was comprised of four separate

operating business units: Washington Inventory Service, Huffy Service Solutions,

Inc. (fka Huffy Service First, Inc.), Huffy Bicycle Company and Huffy Sports

Company; and

 

         WHEREAS, on November 3, 2000, the Corporation disposed of the stock of

Washington Inventory Service and, on September 19, 2002, the Corporation

acquired the assets and stock of the Gen-X Sports, Inc. businesses;

 

         WHEREAS, the Corporation wishes to amend the Agreement to reduce cost

and reflect the Corporation's new structure and the fact that it is

reconfiguring to a more profitable sporting goods platform and in order to

effect such platform, retention and confidentiality continue as critical

components; and

 

         WHEREAS, under the existing Agreement the exact nature and amount of

the benefits Employee may receive, if any, under various possible future

circumstances is inherently uncertain, and Employee wishes to reduce or

eliminate such uncertainty by entering into this amendment,

 

         NOW, THEREFORE, FOR GOOD AND VALUABLE CONSIDERATION, the receipt of

which is hereby acknowledged, and in consideration of the mutual covenants and

promises hereinafter set forth, the parties agree as follows:

 

         1.        Amendments.

 

                  (a)       The parties agree Section 4(z)(ii) is hereby deleted

                           in its entirety and Section 4(z)(iii) is relabeled

                           4(z)(ii).

 

                  (b)       The parties agree Section 4(a)(iv)(iii) is hereby

                           deleted in its entirety and a new 4(a)(iii) is hereby

                           inserted to read as follows:

 

                           "Huffy Companies means Affiliated Companies, as

                           defined in Section 9(a), as of the date of this

                            Agreement and thereafter."

 

<PAGE>

 

                  (c)       The parties agree Section 9(d) is hereby amended in

                           its entirety and a new Section 9(d) is hereby

                           inserted to read as follows:

 

                           "In consideration for your Agreement to be bound by

                           the Non-Competition Covenant of Section 9(c), the

                           Corporation shall pay you an aggregate amount equal

                            to ________ times your current salary (the

                           "Non-Competition Consideration") in cash installments

                           (the "Installments") as follows: In the case of an

                           Assignment Event which consists of the disposition of

                           substantially all of the assets or stock of one

                           current or future Huffy Company (currently, Huffy

                           Service Solutions, Inc., Gen-X Sports Canada, Inc.,

                           Huffy Bicycle Company and Huffy Sports Company) you

                           shall receive an Installment equal to 33-1/3 percent

                           of the Non-Competition Consideration to be paid at

                           such time within the 12-month period beginning with

                           the closing of such transaction as may be determined

                           by the Corporation's Compensation Committee in its

                            sole discretion. The balance of the Non-Competition

                           Consideration, being 66-2/3 percent of the salary

                           amount described above, shall constitute your

                           "Retention Benefit" and shall be paid as follows:

                           one-half to be paid in the fourth quarter of 2005 and

                           one-half to be paid in the first quarter 2006,

                           provided you remain employed with the Corporation

                           through October 31, 2005. Provided that if you commit

                           any breach of the Non-Competition Covenant in Section

                           9(c), then the Corporation will have no further

                            obligation to pay any unpaid installment and you

                           shall be required to return to the Corporation all

                           installments that have been previously paid, together

                           with interest thereon at the applicable federal rate,

                           as defined in Section 1274(d) of the Internal Revenue

                           Code of 1986, as amended, from the date the

                           installment was paid to you through the date you

                           repay it to the Corporation. Notwithstanding the

                           foregoing, (i) no payment shall be made hereunder if

                           a Change of Control occurs prior to the date such

                            payment(s) under this section are earned and (ii) no

                           Retention Benefit w


 
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