Hallwood Realty Partners, L.P. Executive Incentive and Retention Program Agreement
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Summary
Hallwood Realty Partners, L.P. established this program to incentivize key executives to remain employed through the completion of a company transaction. Eligible executives are listed by name and title. Each will receive a cash bonus equal to their 2003 salary plus 2002 bonuses and commissions, paid half at transaction closing and half after 12 months, provided they remain employed. Early payment is allowed if terminated without cause or due to certain other events. The program only applies if a transaction closes by May 31, 2004, and includes continued health and insurance benefits for 18 months.
EX-10.6 3 d10569exv10w6.txt EXECUTIVE INCENTIVE AND RETENTION PROGRAM EXHIBIT 10.6 HALLWOOD REALTY PARTNERS, L.P. EXECUTIVE INCENTIVE AND RETENTION PROGRAM General. After discussions with management and consideration of advice from its independent advisors, Hallwood Realty Partners, L.P. has adopted the following as the Hallwood Realty Partners Executive Incentive and Retention Program ("The Plan"). The Plan is designed to encourage management to continue employment through the completion of any transaction involving Hallwood Realty Partners, L.P. Eligibility. The persons eligible to participate in this program would be:
Aggregate Amount of Payments. Each of the persons named above shall be eligible to receive a cash bonus equal to the individual's annual salary from Hallwood Realty, LLC and Hallwood Commercial Real Estate, LLC for 2003 plus the amount of bonuses and commissions the individual received from those entities with respect to 2002. Method of Determination and Payment. o Fifty percent (50%) of the payments shall be made under this program at the same time that unitholders are entitled to receive payment as a result of the transaction and fifty percent (50%) be held in escrow for a period of twelve (12) months to ensure management continuity. o If within twelve (12) months of a transaction, a participant is terminated by the successor company without cause (e.g., staff reduction), or if the participant is "constructively terminated" because of a detrimental change in responsibilities, a required relocation or a reduction in salary or benefits, the remaining award will be paid in full at the time of termination. o Other exceptions to this policy will be made for retirement, long-term disability, or death, in which case the award will also be paid in full at the time of termination. o Payment will be made under this program only if a transaction is completed by May 31, 2004. o Payments may not exceed the IRC Section 280(g) statutory limits. Other Benefits. In addition to the indicated payments, for a period of 18 months, HRP will at its cost continue to provide the individual with all health and insurance coverage that was provided at the time of employment. Management estimates the cost of the health insurance and related benefits to be approximately $10,000 per year per individual. The actual cost would vary depending on the individual circumstance (e.g., level of benefits obtained, the age of the individual, whether the individual is married, etc.).