Exhibit 10.1
Separation
Agreement
This Agreement is made as of July 20, 2005, by and between School
Specialty, Inc. (the "Company") and Brent Pulsipher
("Associate").
WHEREAS, Associate was employed as Executive Vice President of
Technology for the company.
WHEREAS, Associate has voluntarily terminated his employment
effective 8/5/05 ("Retirement Date");
WHEREAS, the parties are desirous of resolving all matters
concerning Associate's employment with the Company and thereof
based upon a mutual understanding, with finality and without
further expenditure of time, effort, money, and without admitting
that any unlawful or improper action occurred;
NOW, THEREFORE, the parties agree as follows:
1.
Benefits to Associate . Company hereby agrees to provide
Associate with the following benefits, if Associate signs this
Agreement in a timely fashion and doesn't revoke his acceptance of
this Agreement, as described below:
a.
The Company will pay Associate all of his wages and
unused and accrued time off due him as of the Retirement Date. This
amount will be subject to deductions for appropriate tax
withholdings. Associate will also retain all of his vested rights
as of the Separation Date in the Company's 401(K) plan, COBRA
benefit rights, and Stock Option Plan and will receive benefits in
accordance with the terms of those plans; and
b.
Company agrees to pay you your annualized salary and
guaranteed bonus of two hundred seventy-two thousand ($272,000)
spread out over a twelve (12) month period commencing after your
retirement date. Payments will be made on regular payroll dates and
will be mailed directly to your residence.
2.
Obligations of Associate . In consideration for the above
benefits, the sufficiency of which is hereby acknowledged,
Associate agrees to the following:
-
-
Associate agrees, on behalf of himself, his heirs, successors and
assigns, to release the Company, its affiliates and subsidiaries
and their respective past and present officers, directors,
stockholders, agents and employees (the "Released Parties") from
any claims arising on or before the date Associate signs this
agreement. This includes, but is not limited to, giving up any
claims related in any way to Associate's employment by the Company
or its affiliates, Associate's Employment Agreement with the
Company and/or its affiliates, termination of Associate's
employment relationship with the Company and/or its affiliates, and
wages and other remuneration, including, but not limited to, any
current or former bonus or other incentive plans or programs
offered by the Company. This release of claims includes any claims,
whether they are presently known or unknown, or anticipated or
unanticipated by Associate. Because Associate is age 40 or
older, his acceptance of this proposal also will release any and
all claims under the federal Age Discrimination in Employment
Act . Associate should not construe this reference to age
discrimination claims as in any way limiting the gene
