Schedule to Executive Severance Agreement for Senior Executive Officers
This document lists senior executive officers who are parties to Executive Severance Agreements with the company. Under these agreements, if an executive's employment is terminated without cause or for good reason after a change of control, the company will pay up to two times the executive's annual salary and bonus as severance. Additional benefits include a cash payment for retirement benefits, continued participation in insurance plans, and, in some cases, coverage of legal costs related to the termination.
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EXHIBIT 10.23
SCHEDULE TO EXECUTIVE SEVERANCE AGREEMENT
The following is a list of our senior executive officers who are party to an Executive Severance Agreement, the form of which was filed as Exhibit 10.2 to our Form 10-Q for the quarter ended June 30, 2002:
Mara G. Aspinall; Mark R. Bamforth; Earl M. Collier, Jr.; Zoltan A. Csimma; Thomas J. DesRosier; Richard H. Douglas; David D. Fleming; Georges A. Gemayel; James A. Geraghty; John V. Heffernan; Elliot D. Hillback, Jr.; Alison F. Lawton; Mary McGrane; David J. McLachlan; John M. McPherson; David P. Meeker; C. Ann Merrifield; Richard A. Moscicki; Donald E. Pogorzelski; Alan E. Smith; Sandford D. Smith; G. Jan van Heek; and Michael S. Wyzga.
We are a party to Executive Severance Agreements with the executive officers named above, under which payments will be made under certain circumstances following a Change of Control of the Company (as defined in the Executive Severance Agreements). The Executive Severance Agreements provide that in the event the officer's employment is terminated by the Company Without Cause (as defined) or by the officer for Good Reason (as defined) following a Change of Control, the Company will make a lump sum severance payment to the officer of up to two times annual salary and bonus. Upon such termination, the Executive Severance Agreements also provide for (i) a cash payment equal to the additional retirement benefit which would have been earned under the Company's retirement plans if employment had continued for two years following the date of termination, (ii) participation in the life, accident and health insurance plans of the Company for such period except to the extent such benefits are provided by a subsequent employer and (iii) in certain circumstances, legal costs and expenses associated with such termination.
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- EXHIBIT 10.23
