Exhibit
10(a)
SEVERANCE AGREEMENT AND RELEASE
This SEVERANCE AGREEMENT
AND RELEASE (“AGREEMENT”), dated this 7th day of
September, 2007, is by and between Maine & Maritimes
Corporation, a Maine corporation (the “Company”)
and Annette N. Arribas
(“Arribas”). The Parties agree as
follows:
1.
Severance Pay . The Company agrees to pay
Arribas severance pay equivalent to nine months salary at
Arribas’s current rate of pay, subject to withholding
required by law (hereinafter the “Severance
Amount”). Arribas agrees that this Severance
Amount is being offered by the Company as full consideration
for the terms of this Severance Agreement and Release
(hereinafter the “Agreement”) and in honor of her
years of service to the Company, and is not compensation she
would otherwise be entitled to receive under Maine law or
otherwise.
No
payment of the Severance Amount shall be made until the
effective date hereof, meaning after the expiration date of
the revocation period set forth in Section 9
below. Severance checks shall be mailed to Arribas
at her home address on a bi-weekly basis in accordance with
the Company’s normal payroll schedule beginning with the
first full payroll period following the effective date and
continuing for nine consecutive months.
2.
Vacation Pay . The parties agree that in
addition to the Severance Amount discussed in paragraph one,
Arribas will receive payment for all unused accrued vacation
hours (subject to required withholdings) as of August 24,
2007.
3.
Moving Expenses . In addition to the
Severance Amount discussed in paragraph one, the Company will
make direct payment to a moving company for packing and
transportation of household items related to Arribas’s
relocation from Presque Isle, Maine, to her new residence in
the continental United States during the 12 month period
following the execution of this Agreement up to a maximum
payment of $10,000.
4.
Unemployment Eligibility . The Company
hereby states that Arribas’s position was eliminated for
business reasons, and not due to misconduct or for any reason
that would constitute legal “cause” under
Maine’s unemployment compensation
law. Consequently, if Arribas has not obtained a
new job when her severance pay terminates and wishes to apply
for unemployment compensation benefits, the Company will
confirm to the Bureau of Unemployment Compensation that
Arribas’s position was eliminated for business
reasons.
5.
Medical Benefits . The parties agree that
the premium for Arribas’s existing family health care
coverage has been paid through the month of August,
2007. Such coverage will continue for nine months,
and the Company shall continue to make the regular employer
contribution amount. Arribas will be required
to contribute at the same rate as an active employee during
this continuation period. Should Arribas fail to make a
required contribution by the 7 th of
each month during this continuation period, coverage will be
automatically cancelled. In accordance with federal
law under “COBRA”, Arribas will thereafter be
eligible for eighteen (18) months of continuation coverage at
her expense.
Health Care Reimbursement Account: Arribas will
have 30 days after August 31, 2007, to submit any claims for
expenses incurred during the plan year, prior to and including her
separation of employment date, for
reimbursement. Alternatively, Arribas can elect to
continue participation in the plan on an after-tax basis via COBRA
at 102% of her current cost.
Group Term Life Insurance: Arribas’s Group
Term Life Insurance coverage under the Company’s Group Plan
ceased with her employment. However, Arribas has the
right to either port or convert her policy to an individual life
insurance policy if desired. If Arribas wishes to
exercise this conversion privilege, she must make written
application for an individual policy and pay the first premium on
it within 31 days after the cessation of her
insurance. Conversion forms and information on
portability and conversion have been provided to
Arribas. Any payments or questions regarding this should
be directed to:
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Prudential
Financial
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Group
Conversions
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290
West Mt. Pleasant Avenue
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Mail
Stop NJ-11-01-03
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Livingston,
NJ 07039-2729
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Telephone:
877-889-2070
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Accidental Death & Dismemberment Insurance:
Arribas’s company provided Group AD&D
coverage ceased upon separation of employment.
Disability Insurance: Arribas’s short-term
and long-term disability insurance ceased upon her separation of
employment; however, she may convert her long term disability
insurance to an individual policy. Conversion forms have
been provided. Any questions regarding this should be directed
to:
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The
Prudential Insurance Company of America
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P.
O. Box 8769
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Philadelphia,
PA 19101-8769
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Telephone: 1-800-842-1718
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Voluntary Accidental Death and Dismemberment Insurance:
Arribas’s coverage in force ceased upon her separation of
employment. She may convert this coverage to an individual policy.
Application and premium must be made within 31 days of the
separation date. The amount of insurance cannot be more
than the amount in force prior to the separation of employment.
Conversion forms have been provided.
401(k) Retirement Savings Plan: Arribas is 100%
vested. Contributions to her 401(k) Retirement Savings
Account with Bank of America ceased upon her separation of
employment. Whereas her account balance exceeds $1,000, Arribas has
the following options:
1.
She may choose to receive payment of her vested account
balance in the form of a lump sum distribution as
soon as practicable after her separation of employment.
If she receives a lump sum distribution and
doesn’t roll it into another plan, such as an IRA or a
new employer’s sponsored plan, she will have to pay tax
in addition to a 10% penalty on the distribution.
2.
She may leave her funds in the Company’s Plan and
continue to direct the investment of her vested account
balance until 60 days after the end of the plan year in which
she attains age 65. If she does not select an earlier date,
her account will be distributed in a lump sum or in
installments, if she have so elected, when she attains age
65.
A
distribution package will be sent to Arribas from Bank of
America. If she has any questions, she should
contact:
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Vivian
Sawyer
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Bank
of America
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100
Middle Street, 3 rd
Floor
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Portland,
ME 04101
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(207)
874-5622
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Defined Benefit Pension Plan: Upon her separation
of employment, Arribas will have met the Years of Vesting Service
under the Company’s pension plan for a non-forfeitable
benefit. A statement of benefits as of December 31, 2006, the
pension freeze date, will be provided by Diversified Investment
Advisors as soon as feasible.
6.
General Release and Covenant Not to Sue
. Arribas, her heirs, administrators, executors,
personal representatives, beneficiaries, and assigns RELEASE
and FOREVER DISCHARGE the Company, any other related
companies, corporations, assigns, officers, representatives,
employees, former employees, attorneys, trustees, and agents
(collectively referred to as “RELEASEES”) from any
and all claims, demands, obligations, liabilities, costs,
expenses, actions or causes of actions which Arribas has or
may have on account of or arising out of: (a) Arribas’s
employment with the Company; (b) the termination of
Arribas’s employment with the Company; (c) any and all
matters pertaining to Arribas’s treatment as an employee
or the termination of employment, including, without being
limited to, claims under the common law of contracts, the
common law of defamation, the common law of tortious
interference with contracts, the common law of fraud, Title
VII of the Civil Rights Ac
