|
EXHIBIT 10.1
WOLVERINE WORLD WIDE INC.
SEPARATION AND RELEASE AGREEMENT
This Separation and Release
Agreement (the "Agreement") is entered into by and between
Wolverine World Wide, Inc. ("Company") and the Employee identified
on the Agreement signature page (the "Employee"). The Company and
the Employee agree as follows regarding the conclusion of
Employee's employment with the Company.
1.
Conclusion of Employment . Effective as August 24,
2007, (the "Separation Date"), the Employee hereby voluntarily
resigns her position as Vice President, Human Resources, and from
all other offices which she holds at the Company or any of its
affiliates or subsidiaries. All benefits not expressly addressed in
this Agreement or which the Company is not obligated by applicable
law to continue beyond the Separation Date, shall cease as of the
Separation Date.
2.
Employee's Separation Payment . Subject to the
Employee fulfilling all of her obligations under this Agreement,
the Company will pay the Employee severance compensation in the
amount of $170,000.00 less all applicable deductions for federal,
state, and local taxes, social security, medical coverage premiums,
wage withholding and other taxes (the "Separation Payment"),
subject to the qualifications in this Section. The Separation
Payment shall be paid in twenty-one (21) installments. The first
installment of the Separation Payment shall be Eight Thousand Three
Hundred Thirty-Three and 33/100 Dollars ($8,333.33) and shall be
paid on the first bi-weekly payroll payment date for executives
subsequent to the expiration of the revocation period referred to
in Paragraph 16 below. The next nineteen (19) installments each in
the amount of Eight Thousand Three Hundred Thirty-Three and 33/100
Dollars ($8,333.33) shall be paid on successive payroll payment
dates in accordance with the Company's current bi-weekly payroll
practices for corporate executives. The last installment shall be
in the amount of Three Thousand Three Hundred Thirty-Three and
40/100 Dollars ($3,333.40) which shall be paid on the first payroll
payment date for executives following the 20 th
installment payment. The "Separation Payment Period" shall begin on
the Effective Date and shall end on the date the last installment
payment of the Separation Payment is paid in accordance with the
terms of this Section. The Company agrees to pay the Employee for
all accrued, unused vacation, less applicable deductions for
federal, state, and local taxes, social security, wage withholding,
and other taxes.
3.
Outplacement Assistance . The Company shall provide
the Employee outplacement assistance through Right Management,
described as the Executive Program, for a period not to exceed nine
(9) months.
4.
Outstanding Balances . Prior to the Effective Date,
the Employee shall reimburse the Company for any outstanding
personal expenses paid by the Company on her behalf. The Employee
shall pay any balances outstanding for personal purchases or
expenses charged to any Company credit card or any business
expenses already reimbursed. If the Employee does not pay these
expenses in full on or before to her Effective Date, the Employee
hereby consents to the Company deducting such amounts from her last
paycheck or Separation Payments, if necessary.
5.
Stock Awards . The Employee will not be eligible for
any stock awards or any other awards or grants of stock incentives
after the Separation Date. Any restricted stock for which the
restrictions have not lapsed by the Separation Date will have the
restrictions lapse
according to the terms of the applicable restricted stock
agreements and plans. Any options the Employee has as of the
Separation Date will vest or expire according to the terms of the
applicable option agreements and plans.
6.
Other Benefits; Health Insurance Coverage .
(a)
The Company and the Employee agree that all Company
benefits, including, but not limited to, employee discount,
long-term disability, short-term disability and life insurance
coverage will cease as of the Separation Date, except to the extent
explicitly set forth in this Agreement. The Employee will not
continue to earn vacation or other paid time off after the
Separation Date. The Employee's right to contribute to the
Company's 401(k) plan shall cease as of the Separation Date, in
accordance with the terms of that plan.
(b)
Employee will not be eligible for any bonus for
fiscal year 2007 under any of the Company's bonus plans, including
the Short-Term Incentive Plan (Annual Bonus Plan) and Long-Term
Incentive Plan (3-Year Plan).
(c)
For nine (9) months following the Separation Date,
Employee will be eligible to continue her use of AYCO Financial,
provided Employee pays her required portion of this benefit.
(d)
As of the Separation Date, the Employee will be
eligible for continued health care coverage, as permitted under the
federal Consolidated Omnibus Budget Reconciliation Act of 1985, as
amended ("COBRA"). Provided the Employee timely elects to continue
receiving group medical coverage and/or dental coverage pursuant to
COBRA, the Company agrees to pay for the Employee's COBRA coverage
as of the Separation Date through the end of the month in which the
last installment of the Separation Payment is paid. The Company's
obligation to pay for the Employee's COBRA coverage, however, shall
be reduced by the amount that the Employee will pay toward such
coverage, which shall be equal to the amount of the Employee's
medical coverage premiums as of the Separation Date. Employee will
be required to pay her COBRA contributions directly to the
Company's COBRA administrator each month. At the end of the month
in which the last installment of the Separation Payment is paid,
all continuing COBRA coverage shall be at the Employee's sole
election and expense. To the extent that the Employee begins new
employment on or before the conclusion of the Separation Payment
Period, the Employee shall immediately notify the Company of such
employment. In the event Employee becomes eligible for coverage
through a new employer, Employee shall elect such coverage. Upon
Employee electing such coverage, the Company's obligation to pay
for COBRA coverage shall immediately cease. If the Employee timely
elects COBRA coverage, the Employee may use any unused balance in
her Medical Flexible Spending Account.
The Company may substitute
for its current health insurance plan and retiree medical insurance
plan such coverage and employee contribution requirements as are
then being furnished by the Company to its similarly situated
active employees.
7.
Future Communications . Should inquiries be made of
the Company regarding the Employee's employment by the Company, the
Company will limit the information it releases to
2
the dates of her employment and the positions held, except to the
extent it is otherwise required by law to release information
regarding her employment.
8.
Non-Disparagement . The Employee shall not voice
criticisms of the Company, its management or its operation in any
conversation, correspondence or other communications with any
employees of the Company, its customers, vendors, suppliers or with
the general public. The Employee understands and agrees that the
commitment in this Section is a significant and material provision
of this Agreement, and that the Company shall be entitled to
immediately stop making any payments set forth in this Agreement
should the Employee fail to comply with this provision or any other
provision of this Agreement.
9.
Confidential Information . The Employee shall not use
for personal benefit or another's benefit, or disclose to anyone,
any Confidential Information obtained during her employment by the
Company. "Confidential Information" includes technical data,
methods, processes, s
| 
