Exhibit 10.14
M & F WORLDWIDE CORP.
00 XXXX 00XX XXXXXX
XXX XXXX, XXX XXXX 00000
TEL: 000-000-0000
As of July 6, 1999
J. Xxxx Xxxxxx
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Dear Xxxx:
Reference is made to the Employment Agreement dated as of January 7,
1997 (the "Employment Agreement") between M & F Worldwide Corp. (fka Power
Control Technologies Inc.) and you. In accordance with our recent conversations,
this letter confirms prior oral notice to you that the Company will not renew
the Employment Agreement and, accordingly, our agreement that it will terminate
on January 31, 2001 (the "Termination Date"). This letter also will serve as an
amendment to the Employment Agreement, as set forth in the numbered paragraphs
below.
1. Through January 31, 2000 (the "Service Period"), you will continue
to provide the services to the Company set forth in the Employment Agreement
provided, however, that (i) you may take reasonable and appropriate time during
the Service Period to seek new employment subject to your work responsibilities
to the Company and (ii) should you obtain new employment, you may terminate the
Service Period immediately on notice to the Company. During the Service Period,
the Company will provide you with an office at 000 Xxxxxxx Xxxxxx and
professional and/or secretarial support during normal business hours.
2. Should you obtain new employment at any time prior to the
Termination Date, you will make your services available to the Company subject
to the following conditions:
J. Xxxx Xxxxxx
As of July 6, 1999
Page 2
(i) The specific hours of your availability will be mutually agreed
between you and the Company;
(ii) Instructions and direction for your work assignments will be under
the control and guidance of the Company's Chief Executive Officer or other
designated senior executive; and
(iii) If required for your assignments, the Company will provide you
with space at its offices and professional and/or secretarial support.
Notwithstanding the foregoing, you will be obligated to mitigate damages from
and after February 1, 2000 as more fully set forth in Section 4.4 of the
Employment Agreement.
3. You agree to continue serving as a director of the Company until
your term expires in 2000 and, at such time, to stand for re-election for a
subsequent term. Nonetheless, you agree, if and when requested, to resign from
each office and directorship of the Company and its affiliates held by you.
4. Since you will continue to be an employee of the Company through the
Termination Date, all payments and benefits (including service credit for
benefit plan purposes and your rights under existing stock option grants) to be
received by you through the Termination Date will be treated for your benefit in
the same manner as that customarily accorded full-time employees of the Company.
5. The Company agrees to pay the cost for you to receive the senior
executive career transition program offered by Xxxxxx XxXxxxx Associates, Inc.
on a so-called "unlimited time-frame" basis at a fee of $25,000.
6. Set forth on Schedule I to this letter, for information purposes
only, is a summary preliminary estimated benefit calculation for you under the
defined benefit pension plan and related benefit restoration plan of the Company
and its applicable affiliate.
If the foregoing correctly sets forth the mutual understanding of the
Company and you, please sign two
J. Xxxx Xxxxxx
As of July 6, 1999
Page 3
originals of this letter in the space provided and return one to the Company,
whereupon this letter will become effective as an amendment to the Employment
Agreement.
Very truly yours,
M & F WORLDWIDE CORP.
By:/s/Xxxxx X. Xxxxxxxx
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Xxxxx X. Xxxxxxxx
Executive Vice President
and General Counsel
Accepted and Agreed:
/s/J. Xxxx Xxxxxx
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J. Xxxx Xxxxxx
