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Exhibit 10.20
December 20, 2005
VIA HAND DELIVERY -
PERSONAL & CONFIDENTIAL
Mr. Peter Lane
1219 Ravine Drive
Mississauga, Ontario
L5J 3E4
Canada
RE:
AGREEMENT AND RELEASE BETWEEN HOLLINGER INTERNATIONAL INC. AND
PETER
LANE
Dear Peter:
We are writing to document the terms of your amicable departure
from Hollinger
International Inc. ("Hollinger International" or "the
Company").
This agreement and release (the "Agreement and Release") sets forth
the terms
and conditions of the termination of your employment with
Hollinger
International.
Please indicate your acceptance of this Agreement and Release on or
before
December 23, 2005, by returning a fully executed copy of this
letter to the
Company on or before that date, failing which the Company will have
no
obligations under this Agreement and Release.
The Company is providing you a period of at least twenty-one days
within which
to consider this Agreement and Release in order that you have
sufficient time to
seek appropriate legal advice regarding this Agreement and
Release.
AGREEMENT AND RELEASE
In consideration of the mutual benefits set out in this Agreement
and Release
and other good and valuable consideration, the sufficiency of which
Hollinger
International together with its parent corporations, affiliates,
past and
present officers, directors, stockholders, agents, employees,
publications,
legal representatives, successors, and assigns, (hereinafter
collectively
referred to as, the "Company") and you, hereby acknowledge, the
parties to this
Agreement and Release agree as follows:
1. The date of
termination of your employment from the Company shall be
December 31, 2005 (the "Effective Date"). As of the Effective Date
you
shall cease to have any on-going relationship with the Company,
including
as
an officer and or director for the Company or any of its
subsidiaries.
You
shall receive your regular compensation until
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Mr. Peter Lane
December 20, 2005
Page 2
the
Effective Date and shall continue to be an employee of the
Company,
performing your regular duties and responsibilities until the
Effective
Date.
2. You shall
receive a lump sum payment for any accrued, unused vacation
time,
reduced by all applicable statutory withholdings, within thirty
(30)
calendar days of signing this Agreement and Release.
3. Your
termination shall be designated as an amicable departure (marked
on
your
Record of Employment as "k" or "Other" and described as a
"settlement") for purposes of Canadian unemployment insurance and
for any
pension benefits you may be eligible for under the Company's
plan(s). The
Company shall represent that as the basis for your termination to
all third
parties.
4. You shall
receive a lump sum payment of Five Hundred Thousand (CDN
$500,000.00) Canadian Dollars equal to one full year of your base
wage
(less applicable statutory and other deductions) as a severance in
lieu of
notice, within thirty (30) calendar days of signing this Agreement
and
Release.
5. The Company
will discontinue you and your dependents from all Hollinger
sponsored benefit programs effective December 31, 2005. In lieu of
benefit
continuation, the Company shall pay you a one time lump sum of
Thirteen
Thousand (CDN $13,000.00) Canadian Dollars, within thirty (30)
calendar
days
of the Effective Date.
6. The Company
shall reimburse you for outplacement services at a Canadian
firm
of your choosing up to a maximum amount of Seventy Five Thousand
(CDN
$75,000.00) Canadian Dollars.
7. As further
consideration, the Company shall pay you an additional lump sum
of
Three Hundred Thousand (CDN $300,000.00) Canadian Dollars, less
applicable statutory and other deductions as a retiring allowance,
within
thirty (30) calendar days of the Effective Date.
8. The Company
agrees to transfer its ownership of the home office equipment
used
by you, consisting of a printer/facsimile/copier, an RIM
Blackberry
communications device and a laptop computer, to you, provided you
allow the
Company to remove any and all proprietary information from the
equipment,
prior to the Effective Date. Additionally, the Company shall
reimburse you
for
the monthly service charges associated with the RIM Blackberry, for
a
period of one year from the Effective Date, provided you arrange to
have
your
messages routed to a private email account.
9. The Company
agrees to reimburse you for the cost of legal fees for the
negotiations of this Agreement and Release, to a maximum amount of
Seven
Thousand (CDN $7,000.00) Canadian Dollars.
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Mr. Peter Lane
December 20, 2005
Page 3
IN CONSIDERATION OF THE PAYMENTS SET OUT IN THIS AGREEMENT AND
RELEASE, AND
OTHER GOOD AND VALUABLE CONSIDERATION GIVEN BY THE COMPANY, THE
RECEIPT OF WHICH
IS HEREBY ACKNOWLEDGED:
1. You, Peter
Lane (which term includes your agents, heirs, executors,
administrators, successors, and assigns), hereby remise, release
and
forever discharge the Company, it's direct and indirect
subsidiary
companies, and all related entities, their officers, directors,
servants,
employees, agents and assigns and each of their heirs
administrators,
successors and assigns (hereinafter referred to as "Releasee") from
any and
all
manner of demands, actions, causes of actions, suits,
contracts,
claims, damages, costs
and expenses of any nature or kind whatsoever,
whether in law or in equity, which as against the Releasee or any
of them
you
have ever had, now have, or at anytime you or your personal
representative can, shall or may have, by reason of or arising out
of your
employment with the Releasee, the termination from your employment
with the
Releasee, including but not limited to any of all claims for
damages
arising from the termination from your employment, constructive
termination, loss of position, loss of status, loss of future
job
opportunity, loss of opportunity to enhance your reputation, the
timing of
the
termination and the manner in which it was effected, loss of
bonuses,
loss
of benefits including life insurance and short and long-term
disability benefit coverage and any other type of damages by
indemnity or
otherwise.
2. You further
agree (except for any vested or accrued benefits to which you
are
entitled under the Company's employee benefit plans and any rights
you
may
have under COBRA) to WAIVE any and all rights in connection with,
and
to
fully RELEASE and forever discharge the Company from, any and all
torts,
contracts, claims, suits, actions, causes of action, demands,
rights,
damages, costs, expenses, attorneys fees, and compensation in any
form
whatsoever, whether now known or unknown, which you have (up
through and
including the date hereof) against the Company on account of or in
any way
growing out of your employment by the Company or your separation
therefrom,
including but not limited to, any and all claims for damages or
injury to
any
entity, person, property or reputation arising therefrom, claims
for
wages, employment
benefits, tort claims and claims under Title VII of the
Civil Rights Act of 1964, the Civil Rights Act of 1991, the Civil
Rights
Act
of 1866, the Employee Retirement Income Secur
