EXHIBIT 10.18
COMPLETE AND PERMANENT RELEASE AND RETIREMENT
AGREEMENT
Mr. David R. Hawke
(“Mr. Hawke”) and Brady Corporation (“the
Company”) hereby enter into this Complete and Permanent
Release and Retirement Agreement to resolve all matters relating to
Mr. Hawke’s employment with and retirement from the Company.
Mr. Hawke and the Company hereby agree as follows:
1. Effective September 30,
2007, Mr. Hawke’s current position as Executive Vice
President of Brady Corporation will be eliminated. As of that date,
Mr. Hawke will remain an employee of Brady, but will assume
the position of Chief Operating Officer of the Brady Foundation,
and shall perform the customary duties associated with that
position and other duties as may be assigned to him from time to
time. Assuming Mr. Hawke accepts this Agreement and does not
revoke it, the Company will pay Mr. Hawke his normal base
salary (less required withholding), and customary fringe benefits
(except as noted below), from October 1, 2007 through his
retirement on September 30, 2009, as a transition payment.
Mr. Hawke’s employment with the Company will irrevocably
terminate through his retirement on September 30, 2009 (the
“termination date”). During the period from
August 1, 2007, through September 30, 2009,
Mr. Hawke will not receive a new Company vehicle, but will be
entitled to retain his current vehicle without charge to him when
the lease expires. If it expires prior to September 30, 2009,
the Company will reimburse Mr. Hawke for any tax consequences
associated with the transfer of that vehicle to him.
Mr. Hawke’s termination date shall be deemed to be the
“Qualifying Event” for insurance continuation purposes
under state and federal law. As of August 1, 2007, Mr. Hawke
shall no longer be entitled to participate in the Brady Corporation
Non-Qualified Stock Option Agreement (“Stock Option
Agreement”), but he shall have all rights, with respect to
the vesting and exercising of stock options, as outlined in
those
stock
options agreements he has previously received. As of August 1,
2007, Mr. Hawke shall no longer be eligible to participate in
any bonus plans, but he shall have all rights with respect to the
Fiscal 2007 bonus plan.
2. Mr. Hawke acknowledges
that the Company is under no pre-existing obligation to pay him any
of the transition payments or benefits described above, and that no
amounts are due and owing Mr. Hawke other than vested benefits to
which he is otherwise entitled (“vested benefits”). The
parties agree that the foregoing constitute all of the payments and
benefits to be provided to Mr. Hawke under this Agreement, and that
they are in full settlement of all payments and benefits, including
but not limited to, claims for wages, vacation pay, sick pay,
bonuses, commissions, relocation costs, severance payments, stock
options, or any other compensation.
3. During the period
August 1, 2007,
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