Exhibit 10. 1
GENERAL RELEASE & SEPARATION AGREEMENT
THIS GENERAL RELEASE & SEPARATION AGREEMENT (“Agreement”) is made and entered into by and between SIRVA, Inc., its subsidiaries and their subsidiaries including, but not limited to, SIRVA Relocation, LLC, Allied Van Lines, Inc. and North American Van Lines, Inc (hereafter collectively referred to as “Company”), and Todd W. Schorr (“Associate”).
WHEREAS, Associate’s employment with the Company is terminating and Associate wishes to receive certain compensation and benefit enhancements as described in this Agreement.
WHEREAS, Associate’s employment relationship with the Company is covered by the Age Discrimination in Employment Act of 1967, as amended.
WHEREAS, as a condition to receipt of the compensation of benefit enhancements to which Associate is not otherwise entitled, the Company requires the Associate to execute this Agreement.
NOW, THEREFORE, in consideration of the matters set forth in the Recitals and the mutual covenants and promises outlined below, the parties agree as follows:
Terms and Conditions
1. Separation . The Associate’s employment with the Company shall terminate at the close of business (Illinois time) on April 30, 2007. (“Termination Date”); provided that, Associate hereby resigns from all officer and director positions held by Associate effective April 29, 2007. Associate shall continue to receive his current pay and benefits through the Termination Date.
2. Severance Pay, Bonus and Benefits .
(a) Generally. In consideration of the execution and non-revocation of this Agreement, the Company shall pay Associate severance pay at his current rate of pay beginning on the first regular pay period following the expiration of the revocation period, and continuing for twelve (12) months (the “Severance Period”). Associate’s health benefits previously elected under the Company’s Benefits program, but excluding short and long term disability benefits and life insurance benefits, shall continue during the Severance Period.
(b) Additional Consideration . In lieu of any payments Associate may otherwise be eligible to receive under any management incentive or other performance incentive plan, Associate will also be eligible to receive a pro rata share of the award, if any, that Associate would have received under the 2007 Management Incentive Plan if Associate’s employment had continued. Payment of any MIP award is contingent upon satisfaction of Company and business
unit targets, Compensation Committee approval and Associate’s compliance with the terms of this Agreement. The award, if any, shall be paid to Associate at the same time as 2007 MIP awards are generally paid and shall be subject to payroll taxes and withholding.
Associate shall also be permitted to remain in the premises located at [Address] (the “Premises”) until Midnight (Illinois time) on July 31, 2007 under the same terms and conditions that Associate currently occupies said Premises. Thereafter, Company shall request that Lincoln Property Company (the “Landlord”) to allow Company to assign the lease to Associate under the terms of the Lease Agreement between SIRVA, Inc. and Landlord dated January 24, 2007. If Landlord does not provide its written consent to assign the lease, Associate agrees to vacate the Premises on or before the date stated above.
For informational purposes only, Associate is not owed any earned but unused Paid Time Off (“PTO”).
3. If Associate had established direct deposit for his payment of wages, then the severance payments will be directly deposited into the same account and financial institution where Associate’s previous payment of wages had been directly deposited by Company, unless Associate provides otherwise below:
[NOTE TO ASSOCIATE: only complete the above information if you wish to change the account to where you want your severance payments directly deposited from where you currently have your payment of wages directly deposited.]
4. Associate acknowledges and agrees that the severance pay and benefits set forth in Paragraph Two (2) of this Agreement are the only severance benefits Associate shall receive by electing to execute this Agreement. Associate further acknowledges and agrees that upon payment of the amounts expressly provided for in this Agreement, Associate shall have received full payment for all services rendered on behalf of the Company, including any amounts Associate would be otherwise entitled to receive from Company under the Company’s Management and/or Performance Incentive Plans, or any other compensation, incentive or severance pay programs. Nothing in this Agreement shall be construed as a waiver of Associate’s rights to exercise vested stock options, to any vested benefits, under the Company’s 401(k) plan and the SIRVA Executive Retirement & Savings Plan, to continue group health coverage pursuant to COBRA, or to convert group life insurance coverage to an individual policy pursuant to the terms of the applicable group policy. The Company also acknowledges and agrees to provide Associate with written notice when the Associate is permitted to exercise any vested stock options pursuant to the terms of the applicable equity incentive plan of the Company.
5. In consideration of the benefits received by Associate hereunder, Associate hereby IRREVOCABLY, VOLUNTARILY, UNCONDITIONALLY AND GENERALLY
RELEASES, ACQUITS, AND FOREVER DISCHARGES Company, and each of Company’s owners, stockholders, predecessors, successors, assigns, agents, directors, officers, employees, representatives, attorneys, divisions, subsidiaries, affiliates (and agents, directors, officers, employees, representatives and attorneys of such divisions, subsidiaries and affiliates), and all persons acting by, through, under or in concert with any of them (collectively “Releasees”), or any of them, from any and all charges, complaints, claims, damages, actions, causes of action, suits, rights, demands, grievances, costs, losses, debts, and expenses (including attorneys’ fees and costs incurred), of any nature whatsoever, known or unknown (“Claim” or “Claims”), which Associate now has, owns, or holds, or claims to have, own, or hold, or which Associate at any time heretofore had, owned, or held, or claimed to have, own, or held from the beginning of time to the date of this Agreement.
6. By way of specification and not by way of limitation, Associate specifically waives, releases and agrees to forego any rights or claims that Associate may now have, or may have heretofore had, against each or any of the Releasees, under tort, contract or other common law of the State of Illinois, Indiana or other state, including, but by no means limited to, claims arising out of or alleging wrongful discharge, breach of contract, retaliatory d