{"id":40514,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/severance-agreement-raytheon-co-and-daniel-p-burnham.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"severance-agreement-raytheon-co-and-daniel-p-burnham","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/severance-agreement-raytheon-co-and-daniel-p-burnham.html","title":{"rendered":"Severance Agreement &#8211; Raytheon Co. and Daniel P. Burnham"},"content":{"rendered":"<pre>\n                               SEVERANCE AGREEMENT\n\n\n          This Severance Agreement ('Agreement') is made and entered into this\n15th day of June, 1998, between Raytheon Company, a corporation organized and\nexisting under the laws of the State of Delaware with its Executive Offices in\nLexington, Massachusetts ('Company' or 'Raytheon'), and Daniel P. Burnham ('the\nExecutive').\n\n1.  Employment:  The  Company  has  offered  to employ  the  Executive,  and the\nExecutive has accepted employment with the Company, commencing July 1, 1998. The\nExecutive is an employee at will of the Company.\n\n2.       Severance:\n\n(a)      If prior to the  completion of a full calendar year of employment  with\n         the Company,  the Company terminates the employment of the Executive or\n         demotes  the  Executive  for  any  reason  other  than:  (i)  Cause  or\n         Disability as defined in Section 3 of this Agreement; or (ii) the death\n         of the Executive, the Company will pay the Executive an amount equal to\n         the sum of:  (a)  three  times the  Executive's  starting  annual  base\n         salary;  and (b) three times the  Executive's  target annual cash bonus\n         (the target annual  incentive bonus being two hundred percent (200%) of\n         the Executive's starting annual base salary).\n\n(b)      If the Company thereafter terminates the employment of the Executive or\n         demotes  the  Executive  for  any  reason  other  than:  (i)  Cause  or\n         Disability as defined in Section 3 of this Agreement; or (ii) the death\n         of the Executive, the Company will pay the Executive an amount equal to\n         the sum of:  (a)  three  times  the  Executive's  base  salary  for the\n         immediately  preceding  full  calendar  year;  and (b) three  times the\n         annual  cash  bonus  received  by the  Executive  for  the  immediately\n         preceding full calendar year.\n\n         The  Executive  must notify the Company in writing  within  thirty (30)\ndays after the occurrence of any action,  event or circumstance,  or any failure\nto act by the  Company,  upon which the  Executive  bases a claim for  severance\nunder  this  Agreement.  Failure to notify the  Company in writing  within  such\nthirty (30) day period will  constitute a waiver of the claim,  but will not bar\nor hinder  subsequent  claims by the  Executive  arising  out of other  actions,\nevents,  circumstances or failures to act by the Company. The Executive will not\nreceive multiple severance  payments under this Agreement,  and will be entitled\nonly to one severance payment under Subsection 2(a) or (b), as the case may be.\n\n\n\n\n\n                                                       - 2 -\n\n\n         The  severance   amounts   described   above,  net  of  any  applicable\nwithholding, will be paid to the Executive in a lump sum within thirty (30) days\nfollowing the receipt by the Company of the written  notice from the  Executive;\nprovided,  however,  that if the  parties  proceed to  arbitration  of the claim\npursuant to Section 5 of this  Agreement,  the severance  amount  awarded by the\narbitrators will be paid by the Company within thirty (30) days after the award.\n\n         Upon termination of employment, the Executive will remain vested in any\nand all shares of restricted stock or restricted  stock  equivalents in which he\nwas vested immediately prior to termination of employment.\n\n3.       Definitions:\n\n         'Cause'  means  the  Executive's  (i)  conviction  of,  or plea of nolo\ncontendere to, a felony; (ii) use of illegal drugs; or (iii) willful misconduct,\nwillful neglect or willful  negligence in the  performance of his duties,  which\nthe Board of Directors reasonably believes has caused demonstrable injury to the\nCompany, monetary or otherwise,  including injury to the goodwill and reputation\nof the Company.  The acts or events described in (i) through (iii),  above, will\nconstitute  Cause only if the Executive is given written notice that the Company\nintends to terminate the  Executive's  employment  for Cause,  which notice will\nspecify the particular  acts,  events or failures to act which perform the basis\nfor the determination to terminate the employment of the Executive.  In the case\nof a  termination  for Cause as described in clause (iii) above,  the  Executive\nwill be given the  opportunity  within  thirty  (30) days of the receipt of such\nnotice to meet with the Executive  Committee of the Board of Directors to defend\nsuch acts,  events or failures to act,  prior to  termination.  The  Executive's\ntitle and authority may be suspended pending such meeting.\n\nThe term  'Disability'  as used in this  Agreement  means a  physical  or mental\nincapacity of the Executive  which has prevented him from  performing the duties\ncustomarily  assigned  by the  Company  for a period of not more than sixty (60)\ndays, whether or not consecutive, out of any twelve (12) consecutive months, and\nwhich  thereafter  can  reasonably  be expected,  in the judgment of a physician\nselected by the Company, to continue.\n\n4. Notices: Any notice, request, demand or other communication hereunder must be\nin writing and will be deemed to have been duly given when personally  delivered\nto the  Corporate  Secretary on behalf of the Company or the  Executive,  as the\ncase may be, or when delivered by certified mail, return receipt  requested,  at\nthe following addresses:\n\n\n\n\n\n                                                       - 3 -\n\n\nIf to the Company:               Senior Vice President - Human Resources\n                                 Raytheon Company\n                                 141 Spring Street\n                                 Lexington MA 02173\n\nIf to the Executive:             Daniel P. Burnham\n                                 6 Essex Road\n                                 Summit, NJ  07901\n\n5. Arbitration: Any controversy or dispute between the Company and the Executive\narising  under  or in  connection  with  this  Agreement  shall  be  settled  by\narbitration. Arbitration will be conducted in accordance with the National Rules\nfor  the  Resolution  of  Employment   Disputes  of  the  American   Arbitration\nAssociation   before  a  panel  of  three   arbitrators   sitting   in   Boston,\nMassachusetts. The award of the arbitrators will be final and nonappealable, and\njudgment  may be  entered  on the  award  of the  arbitrators  by any  court  of\ncompetent  jurisdiction.  All expenses of the  arbitration  will be borne by the\nCompany,  including,  without  limitation,  legal  fees  and  expert  witnesses,\nregardless of the outcome of the arbitration.\n\n6. Section Headings: Sections and other headings contained in this Agreement are\nfor reference only and will not affect in any way the meaning or  interpretation\nof the Agreement.\n\n7. Governing Law: This Agreement is governed by the laws of the  Commonwealth of\nMassachusetts.\n\n8.  Enforceability:  Should any court of  competent  jurisdiction  issue a final\ndetermination  affecting  any  provision  of this  Agreement,  the  provision or\nprovisions so affected will be automatically conformed to the determination, and\notherwise this Agreement will continue in full force and effect.\n\n         IN WITNESS  WHEREOF,  the  Executive and the Company have executed this\nAgreement as of the date and year first above written.\n\nRaytheon Company                                  Executive\n\n\nBy:  --------------------------                ------------------------------\n           Thomas D. Hyde\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8652],"corporate_contracts_industries":[9476],"corporate_contracts_types":[9539,9551],"class_list":["post-40514","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-raytheon-co","corporate_contracts_industries-aerospace__space","corporate_contracts_types-compensation","corporate_contracts_types-compensation__severance"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/40514","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=40514"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=40514"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=40514"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=40514"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}