Agreement to Forego Compensation Between Kevin D. Bower and Alltrista Corporation

Summary

This agreement is between Kevin D. Bower and Alltrista Corporation. Mr. Bower agrees to give up all balances owed to him under the company's 1993 Deferred Compensation Plan and Excess Savings and Retirement Plan, effective March 31, 2001. In return, Alltrista Corporation will provide Mr. Bower with a loan, documented by a separate loan agreement and promissory note. Mr. Bower acknowledges that he is responsible for any tax or financial consequences and has relied on his own advisors for this decision.

EX-10.2 3 dex102.txt AGREEMENT BETWEEN KEVIN D. BOWER AND ALLTRISTA Exhibit 10.2 Kevin D. Bower AGREEMENT TO FOREGO COMPENSATION An Agreement is made between Kevin D. Bower (the "Executive") and Alltrista Corporation (the "Company"). WHEREAS, the Executive has been and continues to be a valued key executive of the Company; WHEREAS, the Company desires to make a loan to the Executive; and WHEREAS, the Executive agrees to forego all of the balances payable to the Executive under the 1993 Deferred Compensation Plan and the Excess Savings and Retirement Plan (the "Plans"). NOW, THEREFORE, in consideration for the aforementioned promises, and for other consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows, intending to be legally bound. 1. The Company agrees to enter into a loan agreement (the "Loan Agreement") to provide a loan to the Executive. The terms of the loan shall be documented by a Promissory Note (the "Note") to be executed by the Company and the Executive. 2. In consideration for the Company's promise to enter into the Loan Agreement, the Executive's account balances in the Plans shall be reduced to zero effective March 31, 2001. The Executive's balances in the Plans shall be foregone by the Executive, and the Executive hereby irrevocably waives his right to payment of such amount. 3. The Executive agrees that: the Company has not advised him as to any financial or tax risks associated with this Agreement or the Loan Agreement and Note to be entered into pursuant to this Agreement; that the Executive has relied solely on his personal advisors in deciding to enter into this Agreement and the related transactions; and, that the Executive (and his successors, heirs and assigns) assume responsibility for any tax or financial risks incurred by the Executive (or his successors, heirs and assigns) resulting from the transaction. IN WITNESS WHEREOF, the parties hereby execute this Agreement, intending to be legally bound, Alltrista Corporation /s/ Kevin D. Bower By: /s/ Thomas B. Clark - ----------------------------- ----------------------------- Kevin D. Bower March 29, 2001 March 29, 2001 - ----------------------------- ----------------------------- Date Date