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SEVERANCE AGREEMENT, WAIVER AND RELEASE

Termination Severance Agreement

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This Termination Severance Agreement involves

Polaris Sales Inc | Ken Sobaski

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Title: SEVERANCE AGREEMENT, WAIVER AND RELEASE
Governing Law: Minnesota     Date: 5/2/2005

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EX-10.z

Exhibit 10.z

SEVERANCE AGREEMENT, WAIVER AND RELEASE

This Severance Agreement, Waiver, and Release (hereafter “Agreement”) is made and entered into this 26th day of April, 2005, by and between Ken Sobaski (hereafter “the Employee”) and Polaris Sales Inc. (hereafter “the Company”).

WHEREAS, The Employee’s employment with the Company has been terminated;

WHEREAS, The Company has agreed to provide certain severance benefits to the Employee; and

WHEREAS, The Employee has agreed to provide the Company with a full release of any and all claims that the Employee has or may have against the Company in return for providing the benefits set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual promises and covenants established in this Agreement, the parties agree as follows:

I. TERMINATION DATE AND BENEFITS
The Employee’s effective date of termination of employment is April 26th, 2005 (“Effective Date”).

A. The Company agrees to provide the following benefits to the Employee subject to the rescission provisions of Section VIII:

      Ÿ Salary continuation payments at Employee’s current salary to be paid on regularly scheduled pay periods beginning the day after the Effective Date and ending on April 25, 2006 (the “Severance Period”). If the Employee begins employment with another company prior to April 25, 2006, salary continuation will end and any remaining lump sum payments will be paid in full in one final paycheck on the regularly scheduled pay period following notification of other employment.

      Ÿ The Company shall pay Employee, as if the Employee was employed with the Company for all of 2005, not less than $292,000 in profit sharing for the year 2005. This amount shall be payable in 2006 on the applicable scheduled payment date for other employees receiving such profit sharing. Employee shall not be eligible for profit sharing potentially earned in 2006.

      Ÿ The Employee shall be eligible for the Company match in the Supplemental Employee Retirement Plan (“SERP”) during the Severance Period for all amounts that would have deposited into the Plan in accordance with Employee’s current elections and the SERP terms.

      Ÿ In the event the Employee elects to receive COBRA benefits, the Company will reimburse the Employee for premiums for COBRA coverage less the monthly employee premium during the Severance Period or until the Employee is eligible for other medical/dental coverage. The Employee will be responsible for the entire COBRA premium beginning May 1, 2006.

      Ÿ The Company will provide outplacement services to the Employee at an outplacement firm of the Company’s choice during the Severance Period.

      Ÿ The Employee shall be eligible to use Employee’s choice of three Company products with a maximum of two from each product line during the Severance Period. Employee may purchase these products at the end of the Severance Period for the published employee purchase price. If Employee does not purchase the products, Employee shall return the products on or before April 25, 2006.

      Ÿ The Company shall reimburse Employee for one annual physical for Employee and his spouse at the Mayo Clinic during the Severance Period.

      Ÿ The Company will reimburse Employee for annual medical expenses incurred during the Severance Period and not covered under COBRA in an amount not to exceed $50,000. The types of expenses to be reimbursed are the same as those reimbursable through the Employee’s current Exec-U-Care benefit.

      Ÿ The Company will reimburse Employee for tax and estate planning fees incurred during the Severance Period in an amount not to exceed $10,000.

      Ÿ The Company will reimburse Employee for premiums for term life insurance in policy limits in of $650,000 during the Severance Period.

The Employee understands and agrees that the Employee is receiving a severance benefit as set forth above, all of which the Employee would not otherwise be entitled to receive. The Employee also agrees that Employee must provide Company with customary documentation of expenses before any of the reimbursements set forth above will be paid. Th

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