{"id":39148,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-fleet-financial-group-inc-and-gunnar-s.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-fleet-financial-group-inc-and-gunnar-s","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-fleet-financial-group-inc-and-gunnar-s.html","title":{"rendered":"Employment Agreement &#8211; Fleet Financial Group Inc. and Gunnar S. Overstrom"},"content":{"rendered":"<pre>\n                                  April 16, 1997\n\n\nMr. Gunnar S. Overstrom\nOne Squirrel Hill Road\nWest Hartford, CT  06107\n\nDear Gunnar:\n\n    Under the terms of your Employment Agreement by and between Fleet Financial\nGroup, Inc. ('Fleet' or the 'Corporation') and yourself, dated as of February\n20, 1995 (the 'Employment Agreement'), you are entitled to terminate your\nemployment with Fleet at any time for Good Reason and to receive certain\nbenefits, as described in Section 9 of your Employment Agreement.  As defined in\nyour Employment Agreement, 'Good Reason' means any reason other than death,\nDisability or termination by Fleet for Cause.  The Board of Directors of Fleet\nbelieves it is in the best interest of the Corporation and its shareholders to\nhave you continue as a member of Fleet's senior management team, but does not\nwish to disadvantage you by denying you the full benefits to which you would be\nentitled if you were to terminate your employment with Fleet sooner.  Therefore,\nin order to induce you to remain in Fleet's employ, Fleet has agreed to amend\nyour Employment Agreement, as described in this letter agreement.  Terms used in\nthis letter agreement and not otherwise defined shall have the meaning set forth\nin your Employment Agreement.\n\n    1.   In lieu of the benefits you might otherwise be entitled to receive\n         under Section 9(b)(ii) and Section 9(b)(iii)(B) (with respect to your\n         split-dollar benefit only) of your Employment Agreement, the\n         Corporation will credit to an account (the 'Deferral Account') on the\n         books of the Corporation an amount equal to the benefits you would be\n         entitled to receive under those sections of your Employment Agreement\n         if your Date of Termination had occurred on April 16, 1997 (the\n         'Calculation Date').  Such benefits are set forth on ATTACHMENT A to\n         this letter agreement (the 'Deferral Amount').  Commencing as of the\n         Calculation Date and ending on your actual Date of Termination, Fleet\n         will credit your Deferral Account balance (which shall include the\n         Deferral Amount and all amounts of interest previously credited\n         pursuant to this Agreement) with interest monthly at a rate per annum\n         equal to the Prime Rate, with each change in said rate to be effective\n         on the effective date of each change in the Prime Rate.  The Prime\n         Rate shall mean the rate which Fleet National Bank announces from time\n         to time as its prime lending rate, as in effect from time to time.\n\n\n\n\nMr. Gunnar S. Overstrom\nApril 16, 1997\nPage 2\n\n\n         The Deferral Amount, together with interest thereon, shall be payable\n         to you (or your beneficiary, in the event of your death) in a cash\n         lump sum within five (5) days following your actual Date of\n         Termination (or such later date(s) as you may elect pursuant to\n         Section 9(b)(ii) of your Employment Agreement), provided, however,\n         that under no circumstances shall you be entitled to any Gross-Up\n         Payment with respect to the interest earned and paid on your Deferral\n         Amount.  Payment to you of the Deferral Amount, together with interest\n         as provided above, shall constitute full satisfaction of Fleet's\n         obligation to you under Section 9(b)(ii) and Section 9(b)(iii)(B)\n         (with respect to your split-dollar benefit only) of your Employment\n         Agreement.  \n\n    2.   Fleet's Chairman and Chief Executive Officer will recommend to the\n         Human Resources and Planning Committee that your annual bonus for 1997\n         (payable in February 1998) be at least equal to your 1996 annual bonus\n         ($800,000), subject to the following conditions: such amount shall be\n         (A) within the limits set forth in the Named Executive Officer Bonus\n         Plan for persons other than the Chief Executive Officer, and (B) not\n         greater than the highest annual bonus awarded to the Chief Operating\n         Officer and any of the other Vice Chairmen for 1997.  If your actual\n         Date of Termination occurs prior to December 31, 1997, you shall be\n         entitled to a pro rata portion of your annual bonus for 1997 based on\n         the months of service completed in 1997 (with each partial month of\n         service treated as a full month for purposes of this letter\n         agreement), which annual bonus shall be calculated based on the\n         formula described above, and shall be payable in February 1998.  For\n         purposes of calculating your SERP benefit under Section 9(b)(iii)(B)\n         of your Employment Agreement, the bonus component of your compensation\n         for the three additional years of service under the SERP will be\n         calculated using the greater of (Y) $800,000, which was the amount of\n         your annual bonus for 1996 and (Z) the annual bonus payable to you for\n         the calendar year immediately preceding your termination of\n         employment.\n\n    3.   Section 8 of your Severance Agreement by and between Fleet and\n         yourself, dated as of February 20, 1995 (the 'Severance Agreement'),\n         provides that subsequent to a change in control and during the term of\n         your Severance Agreement, the provisions of the Severance Agreement\n         shall supersede and substitute for those provisions of your Employment\n         Agreement relating to your entitlement to benefits in connection with\n         any\n\n\n\n\nMr. Gunnar S. Overstrom\nApril 16, 1997\nPage 3\n\n\n         termination of your employment.  Notwithstanding this Section 8, you\n         shall be entitled to the benefits described in your Employment\n         Agreement, as amended by this letter agreement, even if your actual\n         Date of Termination occurs after a change in control of the\n         Corporation (as defined in your Severance Agreement), and any benefits\n         payable to you under your Severance Agreement shall be reduced (but\n         not below zero) by an amount equal to the benefits paid to you\n         pursuant to your Employment Agreement, as amended.  \n\n    This letter agreement, when counter-signed by you, shall constitute an\namendment to your Employment Agreement, and to Section 8 of your Severance\nAgreement.  Except as so amended, your Employment Agreement and your Severance\nAgreement shall remain in full force and effect.  Nothing in this letter\nagreement shall be construed to be a commitment or guarantee of future\nemployment with Fleet.  If the above reflects your understanding, please sign a\ncopy of this letter in the space provided below and return it to me.\n\n                                  Very truly yours,\n\n                                  \/s\/ Terrence Murray\n\n                                  Terrence Murray\n\nAGREED:\n\n\n\/s\/Gunnar S. Overstrom            \n----------------------------------\nGunnar S. Overstrom\n\n\n\n\nATTACHMENT A\n\n                               BENEFITS PROVIDED AS OF \n                                    APRIL 16, 1997\n                                           \n                                                                AMOUNT\n                                                                ------\n\nLump Sum Payment\n    ((Base Salary + Bonus) x 3)                                 $3,975,000\n    (($525,000 + $800,000) x 3)\n\nLump Sum Payment\n    (Highest PEP Award x 3)                                     $1,391,057\n    (((14,250 + 297 dividend equivalents) x $31.875) x 3)\n\nSplit Dollar Insurance  (lump sum value)                        $2,004,895\n    \n\nTOTAL                                                           $7,370,952\n\nPending:  Determination of applicable excise tax, accompanying tax gross up and\nfederal and state tax liability.  Tax liability payable as of payment date (not\ndeferral date).\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7545],"corporate_contracts_industries":[9415],"corporate_contracts_types":[9539,9544],"class_list":["post-39148","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-fleetboston-financial-corp","corporate_contracts_industries-financial__banks","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/39148","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=39148"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39148"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39148"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39148"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}