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SEVERANCE AGREEMENT AND RELEASE
This SEVERANCE
AGREEMENT AND RELEASE (“Agreement”) is entered into by
and between James E. Hoffman (“Employee”) and Alliant
Energy Corporate Services, Inc. (“Employer”). In
consideration for the mutual promises set forth herein, the parties
agree as follows:
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1. |
Severance Date . Employee’s employment with
Employer will terminate effective February 4, 2005
(“Severance Date”). Employee shall receive
Employee’s current salary and benefits, including payment for
unused vacation, through the Severance Date. Except as expressly
provided herein, all obligations of Employer to Employee will
terminate as of the Severance Date. |
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2. |
Severance Benefits . In consideration for the release
set forth in Paragraph 5 of this Agreement and the restrictions set
forth in Paragraph 7 of this Agreement, Employer will pay to
Employee the sum of six hundred eighty thousand dollars
($680,000.00), subject to appropriate federal and state
withholdings, by the next regular pay period following the
expiration of the seven (7) day revocation period specified in
Paragraph 11. In further consideration for the release set forth in
Paragraph 5 of this Agreement and the restrictions set forth in
Paragraph 7 of this Agreement, the vesting restrictions for the
3868 shares of restricted stock issued to Employee on January 30,
2004 shall lapse as of the Effective Date of this Agreement as set
forth in Paragraph 12 below. |
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3. |
Outplacement Services or Tuition Reimbursement . In
further consideration for the release set forth in Paragraph 5 of
this Agreement and the restrictions set forth in Paragraph 7 of the
Agreement, Employer will provide Employee with up to twenty-five
thousand dollars ($25,000.00) in either outplacement services or
tuition reimbursement. Outplacement services must be used within
six (6) months of the Severance Date and tuition reimbursement
benefits must be used within twenty-four (24) months of the
Severance Date. |
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4. |
Other Benefits . Employee will cease to be eligible to
participate under any stock option, bonus, equity, incentive
compensation, medical, dental, life insurance, retirement, pension,
and other compensation or benefit plans of Employer following the
Severance Date except as set forth below. Thereafter, Employee will
have no rights under such plans, except as follows: |
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a. |
If Employee is currently enrolled in a medical plan and/or
dental plan of Employer, such coverage shall continue through
February 28, 2005. Thereafter, Employee may elect to continue
coverage under federal COBRA provisions for up to eighteen (18)
months. If Employee elects continued coverage, Employer will pay
for the COBRA coverage for up to eighteen (18) months. |
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b. |
If Employee is currently enrolled in any life insurance, spouse
life insurance or child life insurance plans, such coverage shall
continue through February 28, 2005. Thereafter, Employee may elect
to continue coverage in accordance with the provisions of those
plans at his own cost. |
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c. |
If Employee is currently enrolled in any accidental death &
dismemberment or long term disability insurance plans, such
coverage will cease on the Severance Date. |
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d. |
Employee will retain any vested rights under all qualified
retirement plans of Employer in which Employee is a participant and
all rights associated with such benefits, as determined by the
official terms of those plans including the Alliant Energy Cash
Balance Plan, the Alliant Energy Excess Plan and the Alliant Energy
401(k) Plan. Employee’s balances in the Alliant Energy Cash
Balance Plan and the Alliant Energy Excess Plan as of January 1,
2005, were $154,923.93 and $112,971.21, respectively, for a total
of $267,895.14. |
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e. |
Employee will retain his rights under the Alliant Energy
Corporation Key Employee Deferred Compensation Plan.
Employee’s entire balance in this plan is in the Company
stock account and is currently approximately 16,974 shares. The
balance of this account will be paid to Employee in accordance with
the terms of the plan. |
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5. |
Employee’s Release . In exchange for the promises
made by Employer contained in this Agreement, Employee hereby
releases and forever discharges Employer, its parent, subsidiaries,
affiliates, agents, employees, officers, directors, shareholders,
successors, and assigns from all claims, liabilities, demands and
causes of action whether known or unknown, fixed or contingent,
arising out of or in any way connected with Employee’s
employment with Employer or the termination thereof. This Agreement
includes, but is not limited to, all matters in law, in equity, in
contract, or in tort, pursuant to statute, including any claim
arising under the Age Discrimination in Employment Act, Title VII
of the Civil Rights Act of 1964, the Americans with Disabilities
Act, the Fair Labor Standards Act, or any other applicable federal,
state, or local law or ordinance. This Agreement does not apply to
any claim or rights that may arise under the Age Discrimination in
Employment Act after the date this Agreement is executed. It is
expressly agreed Employee will not institute, cause to be
instituted, prosecute, or take any award of money or other damages
from any action, lawsuit, complaint, or proceeding against Employer
which relates to, or arises out of, Employee’s employment
with Employer or the termination thereof; provided, however, that
this provision shall not be deemed to prohibit either party from
taking such steps as are necessary to enforce the terms and
conditions of this Agreement. |
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6. |
Indemnification; Cooperation . In the event that
Employee is, or may become, personally liable as a result of any
litigation or claim arising out of or associated with or related to
Employee’s employment with Employer, Employer shall, to the
fullest extent permitted or required by Sections 180.0850 to
180.0859, inclusive, of the Wisconsin Business Corporation Law,
including any amendments thereto, by the Employer’s Articles
of Incorporation and by any insurance policies purchased by
Employer, indemnify Employee against any and all liabilities, and
advance any and all reasonable expenses, incurred by Employee with
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