Sample Business Contracts

Severance Agreement - Bernard Chaus Inc. and Anthony M. Pisano

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                            BERNARD CHAUS, INC.
                               1410 Broadway
                         New York, New York 10018

                                              June 16, 1994

Mr. Anthony M. Pisano

Dear Tony:

     This letter, when accepted by you, shall constitute our
agreement under which your employment by Bernard Chaus, Inc. (the
"Company") shall be terminated effective at the close of business
on Wednesday, August 31, 1994.  The conditions of this
arrangement shall be as follows:

 1.  You shall continue to be paid through our bi-weekly payroll
     your salary, automobile allowance and related expenses
     through to August 31, 1994.  Thereafter, you shall be paid,
     as severance, an amount equal to your salary and car
     payments on a bi-weekly basis, until the first to occur of
     (i) the date on which you accept employment with another
     company, or (ii) December 31, 1994.  You agree to
     immediately notify the Company of your acceptance of any
     such new employment.  In  clarification of the foregoing, if
     you shall accept employment with USA Classics Company or any
     other company prior to August 31, 1994, such employment
     shall not affect your entitlement under this paragraph to
     salary and automobile allowance prior to August 31, 1994,
     but if such employment continues after August 31, 1994, the
     Company's obligation to pay your salary and automobile
     allowance under this paragraph shall be terminated.

 2.  You will remain as Chief Financial Officer and Corporate
     Secretary of the Company until June 17, 1994, at which time
     this Agreement shall constitute your resignation from such

 3.  Your benefits under the Company's healthcare plan and,
     participation in the 401(k) plan (but not vacation accrual
     which shall continue only through June 17, 1994) shall
     continue until August 31, 1994, subject to COBRA rights
     noted below.  You will be reimbursed for any business
     related expense approved for expenditure through to August
     31, 1994.

 4.  On or about August 31, 1994, you will receive a letter from
     our Human Resources Department concerning your COBRA benefit
     continuation plan for your healthcare benefits.  You will
     have sixty (60) days to enroll after August 31, 1994, and
     any such enrollment will be retroactive back to that date.
     You can continue to carry this coverage for a maximum of
     eighteen (18) months starting from September 1, 1994.  Also,
     the Company will provide you a continuation of your
     disability insurance throughout the COBRA period, at your
     expense, if permitted by the insurer for a nonemployee.

 5.  Since you will remain an employee until August 31, 1994, you
     will be eligible to vest in that portion of your stock
     options which are due to vest on or before that date.  You
     can then exercise those options within thirty (30) days
     after August 31, 1994.  The exercise price of the shares is
     in your contract.  If you decide to exercise them, please
     contact Marc Zuckerman, our Treasurer.

 6.  In consideration for this advance notice of termination and
     the payments set forth herein, you have agreed to release
     and forever hold harmless the Company, its subsidiaries,
     divisions, affiliates, owners, shareholders, directors,
     officers, employees, and agents from any and all claims,
     demands, or causes of action of any kind or nature,
     including but not limited to any claims for wages, salaries,
     or benefits of any kind or nature (other than as set forth
     herein); and any claims for employment discrimination
     including but not limited to any claims under the Federal
     Age Discrimination in Employment Act or the New Jersey law
     against discrimination; any claims pursuant to any other
     federal, state, or local statute, regulations or ordinance;
     and claims based in contract, expressed or implied; or any
     claims based in tort, compensatory damages or punitive
     damages.  This release shall not apply to obligations set

     forth in this Agreement or any other claims that may arise
     after the date on which the Company signs this Agreement.

 7.  The Company agrees to release, remise, acquit and discharge
     you from any and all claims known to it, which it may have
     against you, whether denominated claims, demands, causes of
     action, obligations, damages or liabilities arising from and
     during your employment relationship with the Company or as a
     result of the termination of such relationship; provided,
     however, that this release shall not apply to claims against
     you which may be discovered by the Company after the date
     hereof.  This release shall not apply to the obligations set
     forth in this Agreement, or any other claims that may arise
     after the date on which you sign the acknowledgement copy of
     this Agreement.

 8.  You agree that until August 31, 1995, you will not solicit
     or induce either directly or indirectly, any employee of the
     Company to terminate their employee relationship.  You
     further agree that for the same period of time not to use,
     discuss or otherwise disclose in any manner, confidential or
     proprietary, information concerning the Company which you
     may have acquired while in its employ.

 9.  Notwithstanding anything contained in this agreement, upon
     your termination from employment with the Company, you shall
     be free to work with any company whether or not it is a
     competitor of the Company so long as you do not violate the
     covenants referred to above.

10.  Until August 31, 1994, you will perform such services as are
     reasonably requested by the Chief Executive Officer.  The
     Company will provide secretarial help for any such requested
     services but shall be under no obligation to provide office
     space to you.

11.  You agree to promptly return to the Company, any of the
     Company's personal property such as keys and company credit

12.  You acknowledge and agree that, notwithstanding any other
     provision of this Agreement, in the event of your breach of
     any of your obligations under this Letter Agreement, you
     will forfeit your right to receive all payments and benefits
     provided for hereunder.

13.  The releases contained in this Letter Agreement do not
     constitute an admission of liability of any kind by either
     you or the Company.

14.  This Agreement is personal to you and, without the prior
     written consent of the Company shall not be assignable by
     you otherwise than by will or the laws of descent and
     distribution.  This Agreement shall inure to the benefit of
     and be enforceable by your heirs and legal representatives.
     The terms of this Agreement shall inure to the benefit of
     and shall be binding on the Company and shall be binding
     upon and inure to the benefit of its respective successors
     and assigns.

15.  This Agreement constitutes the entire understanding of the
     Company and you with respect to the subject matter hereof,
     and supersedes all prior understandings, written or oral.
     The terms of this Agreement may be changed, modified or
     discharged only by an instrument in writing signed by the
     parties hereto.  A failure of a party to insist on strict
     compliance with any provision of this Agreement shall not be
     deemed a waiver of such provision or any other provision
     hereof.  The invalidity of unenforceability of any provision
     of this Agreement shall in no way affect the validity or
     enforceability of any other provision.  In the event that
     any provision of this Agreement is determined to be so broad
     as to be unenforceable, such provision shall be interpreted
     to be only so broad as is enforceable.

16.  This Agreement shall be construed, enforced and interpreted
     in accordance with and governed by the laws of the State of
     New York without reference to the principles of conflicts of

17.  The payments hereunder will not constitute compensation for
     any purpose under any retirement plan maintained by Chaus.

18.  You understand that you may consider whether to agree to the
     terms contained herein for a period of twenty-one days after
     the date hereof.  Accordingly, you may sign and return the
     acknowledgment copy of this Agreement no later than July 8,
     1994 to acknowledge your understanding of and agreement with
     the foregoing.  Prior to your signing this Agreement, you
     are advised to consult with an attorney.

19.  This Letter Agreement will become effective, enforceable and
     irrevocable seven days after the date on which you sign it
     (the "Effective Date").  During the seven-day period ending
     the Effective Date, you may revoke your agreement to accept
     the terms hereof by indicating in writing to the Company

     your intention to revoke.  Of course, if you exercise your
     right to revoke hereunder, you will forfeit your right to
     receive any of the payments or benefits offered to you

     Please acknowledge by your signature below that you have
consulted with your attorney with respect to this Agreement.  If
you wish to accept the arrangement and agree to abide by the
conditions, including the release, please sign this letter in the
space provided below and return it to my office at 1410 Broadway,
New York, New York 10018.

     Good luck and success in your future plans.


                              Josephine Chaus
                              Chief Executive Officer



I, Anthony M. Pisano, do hereby state that I have read and
understand the terms of this Agreement that has been offered to
me and that I have discussed this Agreement with an attorney.  I
further state that I agree to fully abide by the terms of this
Agreement as described above.  This Agreement will become
effective and irrevocable seven days from the date set forth
below, until which time I may withdraw my acceptance of this

June 17, 1994
  (Date)                                (Anthony Pisano)