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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:
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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. |
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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. |
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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. |
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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. |
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Ÿ The
Company will provide outplacement services to the Employee at an
outplacement firm of the Company’s choice during the
Severance Period. |
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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. |
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Ÿ The
Company shall reimburse Employee for one annual physical for
Employee and his spouse at the Mayo Clinic during the Severance
Period. |
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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. |
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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. |
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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. The Employee
also understands that the Employee will receive all the benefits
set forth in this Section I only after the Employee signs this
Agreement and the rescission period set forth in Section VIII
herein has passed without Employee rescinding the Agreement.
B. In addition to the
benefits above, the Employee shall be paid any earned but not paid
vacation hours.
II. VOLUNTARY
RELEASE
In return for the benefits listed in Section I. A above, the
Employee on behalf of Emloyee, Employee’s heirs, executors,
family members, beneficiaries, assignees, administrators,
successors, and executors or anyone acting or claiming to act on
Employee’s behalf, hereby releases and forever discharges the
Company and all divisions, parent, subsidiaries, and successors,
and all affiliated organizations, companies, foundations, and other
corporations as well as past and present employees, agents,
officials, officers, directors, Board members and representatives,
both individually and in their representative capacities, from any
and all claims or causes of action of any type, both known or
unknown, asserted and unasserted, direct and indirect, and of any
kind, nature, or description whatsoever, under any local, state, or
federal law(s), or the common law of the State of Minnesota,
arising or such may have arisen at any time up to and including the
Effective Date which date is set forth in Section I of this
Agreement. This includes, but is not limited to, any and all claims
arising from the Employee’s employment with the Company and
the termination of that employment, including claims arising under
any applicable state Human Rights laws, Title VII of the 1964
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