{"id":40730,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/termination-settlement-agreement-gillette-co-and-robert-g.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"termination-settlement-agreement-gillette-co-and-robert-g","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/termination-settlement-agreement-gillette-co-and-robert-g.html","title":{"rendered":"Termination Settlement Agreement &#8211; Gillette Co. and Robert G. King"},"content":{"rendered":"<pre>\nNovember 8, 2000 - Revised December 18, 2000\n\n                            PERSONAL AND CONFIDENTIAL\n\n                        TERMINATION SETTLEMENT AGREEMENT\n\nRobert G. King\n181 Atlantic Avenue\nCohasset, MA  02025\n\nDear Bob:\n\nThis letter describes our proposed agreement concerning the termination of your\nemployment with The Gillette Company. The termination settlement pay and\nbenefits described below are available to you only if you execute this\nAgreement, which includes a release of all claims and a non-competition\nagreement.\n\nYour scheduled release date and last day of Gillette employment is April 1,\n2001. Your present base salary will continue through March 31, 2001 and you will\nbe eligible to participate in the 2000 Incentive Bonus Plan.\n\nTermination Settlement Pay - During the period April 1, 2001 through March 31,\n2003 your total compensation will be at an annual rate of $765,000 payable\nsemi-monthly, except that, should your Year 2000 Incentive Bonus exceed\n$175,000, your annual compensation rate of $765,000 will be increased by the\namount by which the bonus exceeded $175,000. The aforementioned semi-monthly\ncompensation payments will be included in the calculation of Average Annual\nCompensation in accordance with the terms of The Gillette Company Retirement\nPlan. These payments are hereinafter referred to as termination settlement pay.\n\nChange in Control Employment Agreement - Your change in control Employment\nAgreement with Gillette dated December 16, 1999, will terminate seven days after\nyour execution of this Termination Settlement Agreement, when this Agreement\nbecomes effective.\n\nBenefits Status During Settlement Payments Period - During the period from April\n1, 2001 through March 31, 2003 (hereinafter referred to as the \"settlement\npayments period\") you will be eligible to continue participation in a number of\nemployee benefits and services. These include continuing participation in the\n\n\nfollowing contributory benefit plans:\n\n      Medical Plan\n      Dental Plan\n      Supplemental Life Insurance Plan\n      Employees' Savings Plan\n      Supplemental Savings Plan\n      Executive Life Insurance Plan\n\nIf you elect to continue your participation in the Gillette medical or dental\nplans after your scheduled release date and you become eligible for coverage\nunder any other medical or dental plans, you agree to look to those other plans\nfor your primary coverage. Coverage under a Gillette plan will only apply in\naccordance with Gillette's Coordination of Benefits Provision as secondary\npayer.\n\nDuring any settlement payments period, you will also be eligible for many of the\ncurrently provided employee benefits and services. However, following your\nscheduled release date you will not be eligible for certain employee benefits,\nincluding:\n\n      Incentive Bonuses\n      Salary Continuation Plan\n      Long-Term Disability Plan\n      Vacation Accrual\n      Holiday Pay\n      Tuition Refund Plan\n\nThe following is information concerning specific benefits provided under this\nAgreement as of your scheduled release date, at the end of a settlement payments\nperiod or when you elect to begin receiving pension benefits, as discussed\nbelow.\n\nThe Gillette Company Retirement Plan - Company records indicate you will be\neligible for a pension as of your scheduled release date. If you continue to\nreceive termination settlement pay as semi-monthly payments until March 31,\n2003, as set forth above, your retirement date for all benefits purposes shall\nbe April 1, 2003.\n\nYou may elect to retire and begin receiving pension payments prior to April 1,\n2003, on any date following your scheduled release date. Once you elect to begin\nreceiving pension payments, the settlement payments period ends and you are\neligible for only those pension benefits and services available to retirees. At\nthat time, the balance of any termination settlement payments must be taken as a\nlump sum or deferred to a specific future date. Lump sum payments and deferred\ntermination settlement payments made after pension payments begin will not be\nincluded in determining service credit or in computing compensation under the\nRetirement Plan.\n\nGroup Medical Coverage - If you elect to receive termination settlement pay as\ncontinuing payments, you may elect to continue your current Gillette group\nmedical coverage at the regular employee contribution rate throughout the\nsettlement payments period.\n\n\n                                       2\n\n\nGroup Dental Coverage - Dental coverage may be continued at the regular employee\ncontribution rate throughout any settlement payments period. After the\nsettlement payments period, you may continue group dental coverage for up to an\nadditional 18 months by paying 102% of the premium cost of such coverage. Dental\ncoverage is otherwise not available after retirement.\n\n\nCoverage under the Gillette group dental plan will continue through the last day\nof the month in which you terminate from the group plan. If you are in the\nprocess of having dental work done which requires more than one visit (for\nexample, root canal work, etc.), you will have 30 days from the first of the\nnext month to have it completed. The Gillette group dental plan cannot be\nconverted into an individual membership.\n\nEmployee Stock Ownership Plan (ESOP) - When terminated from the payroll, either\non the scheduled release date or the last date of a settlements payments period,\nwhichever is later, you may take a distribution of your ESOP account, or, if the\naccount balance is $5,000 or more, defer the distribution. A terminating\nemployee who is retirement eligible should refer to the Retiree\/LTD Medical\nProgram for information on using the ESOP to fund retiree medical coverage.\n\nRetiree Medical Program - An employee who is retirement eligible and is\nterminating from a subsidiary which participates in the Retiree Medical Program\nwill be eligible for participation upon or after retirement. Employees hired\nprior to July 1, 1990 (Group 2) must maintain the full ESOP account balance with\nthe trustee for continued eligibility for retiree medical coverage.\n\nLife Insurance (Spouse and Child) - Coverage provided under this plan will\ncontinue for a 31-day period following the date you retire or following the last\nday of the settlement payments period, whichever is later. During a settlement\npayments period, the amount of coverage under spouse or child life insurance\nwill continue at the coverage level in effect on the scheduled release date.\nWithin the 31-day period after the date you retire or the end of the settlement\npayments period, if applicable, you may convert to an individual policy without\na qualifying exam. If you wish to convert to an individual policy, you must\nnotify the Employee Benefits Department in order to arrange for an insurance\ncompany representative to contact you with details on conversion options. Please\nrefer to Your Employee Benefits Book for information on the conversion\nprivilege.\n\nExecutive Life Insurance - Coverage may be continued by payroll deduction during\na settlement payments period, at the same coverage level as an active employee.\nAt retirement, no further contributions are required and coverage levels are\nadjusted to reflect a retirement benefit.\n\nEstate Preservation Plan - You, or the policy owner, may retain the policy by\ncontinuing the scheduled premium payments determined at the time of inception.\nIf you elect to discontinue this policy, the Company will withdraw its\ncumulative premium payments from the policy's cash value and have no further\ninterest in the policy.\n\n\n                                       3\n\n\nSavings Plan - You may continue to participate in the Employees' Savings Plan\nduring any settlement payments period. Participation in the Savings Plan during\na settlement payments period will be at your rate of contribution on the\nscheduled release date, unless you change the contribution rate on a subsequent\ndate. You may, in accordance with the terms of the Plan, retain an account\nbalance of over $5,000 after your contributions end and defer withdrawal to a\nfuture date. When you want to withdraw your account, you may call the Plan\nRecord Keeper and Trustee, Fidelity Investments, at 1-800-544-0263. A voluntary\nwithdrawal taken prior to the end of a settlement payments period may result in\nsuspension of participation and\/or a negative tax impact. Please refer to the\ncurrent Employees' Savings Plan booklet.\n\nSupplemental Savings Plan - If you participate in the Supplemental Savings Plan,\ndeferrals under the Plan may continue during a settlement payments period. On\nthe scheduled release date or at the end of the settlement payments period,\nwhichever is later, the Supplemental Savings Plan will be paid to you in a\nsingle lump sum unless you have previously made a timely deferral election.\n\nStock Equivalent Unit Plan - During a settlement payments period, the value of\nany awards will continue to be determined by stock price appreciation and\ndividend credits. You will receive additional information from the Manager of\nExecutive Compensation concerning your payment or deferral election.\n\nIncentive Bonus Plan - You will be eligible for Incentive Bonus Consideration\nfor the year 2000.\n\nStock Option Plan - If you are eligible to receive a pension upon your scheduled\nrelease date or upon the end of any settlement payments period, your period for\nexercising any vested options will be the time period available to Stock Option\nPlan Participants retiring under The Gillette Company Retirement. Please refer\nto the 1971 Stock Option Plan for detailed information on the exercise of Stock\nOptions.\n\nVacation Pay - Any unused current year vacation accrued as of your scheduled\nrelease date will be paid to you at that time. Terminating employees eligible\nfor retirement benefits under The Gillette Company Retirement Plan as of their\nscheduled release date will be granted full year vacation accrual for the\ncurrent year, even if employment ends before December 31. There will be no\nvacation accrual after the scheduled release date.\n\nEmployee Loan Program - If you have an outstanding loan with the Company, you\nmust pay off the unpaid loan balance as stipulated in the loan agreement, which\nrequires repayment in full no later than the date on which you are terminated\nfrom the payroll, either on the scheduled release date or the last day of a\nsettlement payments period.\n\nOutplacement Counseling Services - Arrangements will be made with Lee Hecht\nHarrison, Inc. to assist you in your search for new employment. This service can\nbe of considerable value and assistance to you in your transition from Gillette\nemployment and you are urged to make maximum use of this resource.\n\n\n                                       4\n\n\nIn order to remain eligible for this outplacement assistance, you must initiate\noutplacement services with Lee Hecht Harrison, Inc. as soon as possible and in\nany event not later than fourteen days following your scheduled release date.\nYou must also continue active participation in the job search program as it is\nestablished by your outplacement counselor.\n\nUse of the Lee Hecht Harrison, Inc. outplacement facility and counseling\nservices will be available to you for a period of 12 months from your scheduled\nrelease date unless you sooner become re-employed, decline further services or\nvoluntarily interrupt your participation in the program for a 30-day period.\n\nBasic Fringe Benefit Rights - If you decide not to accept and sign this\nTermination Settlement Agreement, your rights to certain fringe benefits upon\ntermination will not be altered by your decision. These include your rights\nunder applicable laws and benefit plan provisions to accrued and unused vacation\npay as of your scheduled release date, conversion rights under the group life\ninsurance plans, continuation of group medical and dental coverage under COBRA,\nand as well as any other rights you have as a benefits plan participant under\nthe federal Employee Retirement Income Security Act of 1974 (ERISA).\n\nInventions and Confidentiality - You are reminded that you will continue to be\nsubject to the provisions of your original employment agreement with The\nGillette Company even after your scheduled release date, including your\nagreement to transfer to The Gillette Company all improvements and inventions in\ncertain fields made by you during your employment and within certain stated\nperiods thereafter, and your agreement not to disclose or use at any time any\nsecret or confidential information or knowledge obtained or acquired by you\nwhile in, or by reason of, your employment.\n\nUnemployment Compensation - Eligibility for unemployment compensation is\ndetermined by the Massachusetts Department of Employment and Training and not by\nthe Company. If you wish to apply for unemployment, you should file an\napplication according to the attached information promptly after your last day\nof work. The regulations of some states may delay the start of unemployment\ncompensation payments because termination payments are or were being received.\n\nNon Defamatory Behavior - You agree that, except as may be required by law, you\nwill not make, publish or state, or cause to be made, published or stated, any\ndefamatory statement, writing or communication pertaining to the character,\nreputation, business practices, competence or conduct of The Gillette Company,\nits affiliates, shareholders, directors, officers, employees, agents, attorneys,\nservants, representatives, and successors.\n\nCompany Property - You agree that, not later than your scheduled release date,\nyou will return all equipment, files, documents, credit cards, and any other\nproperty belonging to The Gillette Company.\n\n\n                                       5\n\n\nNon-Assignment - The settlement pay and benefits under this Agreement are\npersonal to you and are expressly declared to be non-assignable and\nnon-transferable. You shall have no right to commute, sell, assign, transfer or\nconvey any payment hereunder. This Termination Settlement Agreement shall be\nbinding upon any successor to the business of The Gillette Company, but shall\nnot otherwise be assignable.\n\nPayment to Estate - Should you die after executing this Agreement but before all\ntermination settlement payments are completed, and provided that your acceptance\nof the Agreement is not revoked during the seven-day revocation period, your\nestate will receive a lump sum payment of any balance of termination settlement\npay due.\n\nAgreement and Best Efforts - Your receipt of termination settlement pay and\nbenefits under this Agreement is contingent on your agreeing to the following\nnon-competition agreement and release of all claims, and continuing to use your\nbest efforts to the Company until your scheduled release date.\n\nNon-Competition Agreement - In consideration of the termination settlement pay\nand other settlement benefits, you agree that during the period ending March 31,\n2003 (the \"non-competition period\"), which equals the number of weeks of\ntermination settlement pay, you will not, without receiving prior written\napproval of The Gillette Company, engage in any business which is in competition\nwith the business of Gillette, as defined below, or directly or indirectly\naccept employment with or render services on behalf of a competitor of Gillette,\nor any third party, in any capacity where the confidential information of\nGillette acquired by you during your employment with Gillette may be considered\nto be useful to the competitor or to such other third party to become a\ncompetitor, irrespective of whether or not such competitor or such third party\nhas any actual or implied intent to use confidential information of Gillette.\n\"The business of Gillette\" is understood to mean the business of The Gillette\nCompany, including its subsidiaries, affiliates, joint venturers, and other\nentities with which Gillette has a substantial identity of interest. You\nacknowledge that if, at any time during the non-competition period, you perform\nservices for any such competing business without obtaining prior written\napproval, The Gillette Company may, in its sole discretion, immediately\nterminate all termination settlement payments and settlement benefits and take\nwhatever other actions it deems appropriate, including an action to enjoin\nwithout bond any breach of this Agreement.\n\nRelease of All Claims - The Company wants to be certain that this Termination\nSettlement Agreement will resolve any and all dissatisfactions which you might\nhave and in that regard requests that you carefully consider the following\nRelease of All Claims.\n\nIn consideration of the termination settlement pay and other benefits to be\nprovided to you, you do hereby, for yourself, your heirs, executors and assigns,\nrelease and agree to indemnify and hold harmless The Gillette Company, its\naffiliates, shareholders, directors, officers, employees, and successors from\nany and all claims,\n\n\n                                       6\n\n\ncharges, complaints, damages, or causes of action, now existing, both known and\nunknown, of every name and nature, including but not limited to all claims of\nbreach of contract or misrepresentation, wrongful discharge, or arising from\nalleged violations of Title VII of the Civil Rights Act of 1964, the Age\nDiscrimination in Employment Act, the Older Workers Benefits Protection Act, the\nRehabilitation Act of 1973, the Americans with Disabilities Act, the Fair Labor\nStandards Act, the Equal Pay Act, the Employee Retirement Income Security Act,\nthe Worker Adjustment and Retraining Notification Act, Chapter 151B of\nMassachusetts General Laws, or any other local, state or federal law, regulation\nor policy or any other claim relating to or arising out of your employment with\nThe Gillette Company or the termination thereof, with the sole exception of any\nrights you may have under the Workers' Compensation Act, and you further promise\nnot to institute any lawsuit to challenge the validity of this release or the\ncircumstances surrounding its execution.\n\nYou also acknowledge that prior to your execution of this release: you have been\nprovided with the option and opportunity of reviewing this release with\nindependent counsel of your own choosing; you are competent to exercise this\nrelease; the only consideration for this release is the termination settlement\npay and benefits described herein and no other promise or agreement has been\nmade; your agreement to execute this release has not been obtained by any\nduress; and you fully understand that this document is intended to be a complete\nand legally binding general release.\n\nGoverning Law - This Agreement shall be governed by and construed in accordance\nwith the laws of the Commonwealth of Massachusetts.\n\nHeadings - Headings of the various provisions used herein are for convenience of\nreference only and shall not alter the meaning of the provisions.\n\nSeverability - You agree that should any of the provisions of this Agreement be\ndeclared or determined by any court to be illegal or invalid, the validity of\nthe remaining parts, terms or provisions shall not be affected thereby.\n\nReview - No decisions are required of you today. You have adequate time to\nreview the provisions of this Agreement, to meet with human resources\nrepresentatives and\/or independent counsel of your own choosing. You are advised\nto consult with an attorney before signing this Agreement.\n\nIf, after review, you agree to and accept the terms and conditions of this\nletter, please sign and return the enclosed copy of this letter not later than\nDecember 24, 2000.\n\nRevision - You agree that the changes from the original reflected in this\nrevised agreement do not require any extension of time to the review period\nstated in the original.\n\n\n                                       7\n\n\nRevocation - Federal law provides you with the right to revoke this Agreement\nduring the seven days following your signing of the Agreement.\n\nI would like to take this opportunity to extend my personal thanks for your past\nsupport and my best wishes for your future.\n\nSincerely,\n\nRobert E. DiCenso\nSr Vice President, Personnel &amp; Administration\n\n\n--------------------------------------------------------------------------------\n\n\nAGREED AND ACCEPTED:\n\nI hereby accept and agree to all of the terms and provisions of this Agreement.\n\n-----------------------------         -----------------------------\nSignature                             WITNESS: Signature\n\n-----------------------------\nDate\n\n\n                                       8\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7640],"corporate_contracts_industries":[9395],"corporate_contracts_types":[9539,9551],"class_list":["post-40730","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-gillette-co","corporate_contracts_industries-consumer__cleaning","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\/40730","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=40730"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=40730"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=40730"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=40730"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}