Exhibit 10(s)
Xxxx'x, Inc.
0000 Xxxxxxxxx Xxxx 000
Xxx Xxxxxxx, Xxxxx 00000-0000
210/654-9000
Mailing Address:
P. O. Xxx 00000
Xxx Xxxxxxx, Xxxxx 00000-0000
July 25, 2000
Xx. Xxxxx X.X. Xxxxxx
President and Chief Executive Officer
Xxxx'x, Inc.
P. O. Xxx 00000
Xxx Xxxxxxx, Xxxxx 00000-0000
Dear Xx. Xxxxxx:
Upon your acceptance, this letter will confirm our agreement to amend the
employment agreement entered into between Xxxx'x, Inc. (the "Company") and you
dated September 15, 1997, as amended by letter agreements dated January 8, 1999,
and October 15, 1999 (the "Agreement").
The Agreement is hereby amended in the following respects:
(a) The Term referred to in Section 1 of the Agreement is extended for
one year beginning October 1, 2000, and ending September 30, 2001.
(b) Your base salary during the one-year extension of the Term will be
$405,000 ($33,750 per month).
(c) If you terminate your employment during the Term, as extended, for
"good reason" (as defined in the Agreement), you will be entitled to continue
to receive all of your compensation and benefits under the Agreement until
September 30, 2001, or the expiration of one year from the date your employment
is so terminated, whichever is later.
(d) If, during the Term, as extended, your employment is terminated by
the Company without "cause" (as defined in the Agreement), you will be entitled
to continue to receive all your compensation and benefits under the Agreement
until September 30, 2001, or the expiration of one year from the date your
employment Is so terminated, whichever is later.
The Agreement, as amended by the foregoing, shall continue in force and
effect according to its terms.
Sincerely,
XXXX'X, INC.
By: XXXXX X. XXXXXX
________________________
Xxxxx X. Xxxxxx, Chairman of the Board
Accepted and agreed to:
XXXXX X.X. XXXXXX
________________________
Xxxxx X.X. Xxxxxx
Exhibit 10(z)
XXXX'X INC.
INCENTIVE BONUS PLAN FOR FISCAL YEAR 2001
1. Purpose. The Incentive Bonus Plan for Fiscal 2001 (the "Plan") of
Xxxx'x, Inc. (the "Company") is intended (i) to provide additional
incentives for Participants to improve their job performance (ii) to
drive the achievement of performance objectives that are aligned with the
Company's strategic plan, and (iii) to retain and attract highly talented
executives.
2. Participants. Participants include the following officers of the
Company: the Chief Executive Officer, Senior Vice Presidents, Area Vice
Presidents, Vice Presidents, Departmental Directors, Assistant Vice
Presidents, and Assistant Secretaries.
3. Eligibility. An employee must be a Participant in the Plan for a minimum
of three months during the Plan Year to be eligible for an award for that
plan year.
4. Target Award Percentages. Award Levels are set for each Participant in
the organization based on level of responsibility.
5. Cash Bonus Pool. The Company shall establish a Cash Bonus Pool based
upon the sum of target award percentages multiplied by each Participant's
salary. The target award percentages are set for each level by the
Compensation Committee.
6. Performance Goals. Based upon the recommendations of the Compensation
Committee of the Board of Directors, the Board of Directors will consider
and may approve certain threshold earnings goals for the Company for
fiscal 2001. The amount of the pool will be determined based on Earnings
Per Share versus established goals, according to the schedule for 2001 to
be recommended by the Compensation Committee.
7. Job Performance Evaluations. At the end of each fiscal year, the
management of the Company shall review the job performance of each
Participant during the fiscal year and shall evaluate his or her
performance based upon the achievement of written objectives established
for the year. In addition, each Participant will be evaluated on the
basis of general job performance criteria.
8. Cash Bonuses. Upon completion of the Job Performance Evaluations of all
Participants at the end of the fiscal year, the management of the Company
shall allocate the approved Cash Bonus Pool among the Participants based
upon the evaluations. The Company's evaluation of each Participant's
performance and the Company's determination of the amount to be awarded
to each Participant out of the Cash Bonus Pool shall be final and
conclusive and shall be binding upon all Participants in the Plan. The
amount awarded to each Participant out of the Cash Bonus Pool shall be in
addition to his or her base salary and other benefits.
9. Adjustments for Extraordinary Items. The Compensation Committee of the
Board shall be authorized to make adjustments in the method of
calculating attainment of Performance Goals in recognition of:
(i) extraordinary or nonrecurring items, (ii) changes in tax or other
laws, (iii) changes in generally accepted accounting principles or
changes in accounting policies; (iv) charges related to restructured or
discontinued operations, (v) restatement of prior period financial
results, and (vi) any other unusual, nonrecurring gain or loss that is
separately identified and quantified in the Company's financial
statements.
10. Withholding Tax. The Company shall have the right to deduct from all
payments made under the Plan any taxes required by law to be withheld
with respect to such payments.
11. Interpretation of the Plan. Any disagreement or dispute with respect to
the interpretation or application of the Plan shall be resolved by the
Executive Committee of the Board of Directors of the Company. The
decision of the Executive Committee with respect to any such matter shall
be final and conclusive and shall be binding upon all participants in the
Plan.
12. Amendment and Discontinuance of the Plan. The Plan may be discontinued
or amended by the Board of Directors of the Company at any time. No
participant shall be entitled to receive a bonus under the Plan until
such time as the bonus has been awarded by the Compensation Committee in
accordance with the Plan.
13. No Right to Continued Employment or Awards. No employee shall have any
claim or right to be made an award, and the making of an award shall not
be construed as giving a participant the right to be retained in the
employ of the Company. Further, the Company expressly reserves the right
at any time to terminate the employment of any Participant free from any
liability under the Plan.
