Exhibit (10)(f)
TERMINATION
AGREEMENT
This Termination Agreement, dated
December 20, 2005 (the “Termination Agreement”),
to the Employment Agreement dated November 15, 1999 (as
amended on February 19, 2002, the “Employment
Agreement”), by and between Wachovia Corporation (the
“Company”) and G. Kennedy Thompson (the
“Executive”).
WHEREAS, the Executive recommends
that the Employment Agreement be terminated so that the
Executive’s employment with the Company is no longer subject
to or governed by the terms of the Employment Agreement;
and
WHEREAS, the Company and the
Executive desire to provide for such termination pursuant to this
Termination Agreement;
NOW, THEREFORE, for good and
valuable consideration, the receipt of which is acknowledged
hereto, the parties agree as follows:
1. As of the date hereof, the
Executive and the Company agree that the Employment Agreement shall
terminate and cease to be a binding obligation of either the
Executive or the Company. Effective upon such termination, neither
the Company nor the Executive shall have any further obligations to
the other pursuant to the Employment Agreement and the relationship
between the Executive and the Company shall be governed by the
general laws of the State of North Carolina.
2. This Termination Agreement
constitutes an amendment to the Employment Agreement pursuant to
Section 11(a) of the Employment Agreement. Capitalized terms
used in this Termination Agreement but not defined herein shall
have the meanings assigned thereto in the Employment
Agreement.
3. While employed by the Company,
the Executive will continue to receive a base salary and be
eligible to receive annual cash and/or stock incentive awards, in
each case as determined by the board of directors of the Company or
a committee thereof. In addition, the Executive will be eligible to
receive employee benefits, expense re
