Summary of Employment Terms - Coffee People Inc., Second Cup Inc. and Taylor H. Devine
SUMMARY OF EMPLOYMENT TERMS
BETWEEN
COFFEE PEOPLE, INC.
AND
SECOND CUP INC.
AND
TAYLOR H. DEVINE
These summary employment terms are effective from the Closing Date of the
transaction contemplated by the Acquisition Agreement between Coffee People,
Inc. ("Company") and Second Cup Inc., dated November 13, 1997 (the
"Transaction"). All salary and bonus provisions contained herein shall replace
any then existing compensation as at the Closing Date.
1. TERM: One year from the Closing Date of the Transaction. The
Closing Date is expected to be on or before March 31,
1998.
2. LOCATION: Portland, Oregon with expense paid travel as required.
3. TITLE: President and Chief Operating Officer, Coffee People.
4. DUTIES: Reporting to the CEO of Coffee People, Inc., the
President, Coffee People is responsible overall, for all
day-to-day operations for the Oregon stores and during a
transition period, to be determined, will have overall
responsibility for all day-to-day operations for the
Arizona stores. In addition, the President, Coffee People
will be responsible for the development of the
non-traditional business for all brands within Coffee
People, Inc.
5. COMPENSATION: Annual Salary: Base salary fixed at $150,000.00 per annum.
Success Fee: $25,000.00 payable six months following the
Closing Date, provided the employee has not voluntarily
resigned from the employment of the Company prior to this
date.
Bonus: $18,750.00 payable six months following the Closing
Date, provided the employee has not voluntarily resigned
from the employment of the Company prior to this date.
$18,750.00 payable twelve months following the Closing
Date, provided the employee has not voluntarily resigned
from the employment of the Company prior to this date.
6. BENEFITS: To be no less favorable than those currently in place,
including without limitation, continuation of existing
medical coverage and $100,000.00 term life insurance
coverage with employee's designated beneficiary.
7. TERMINATION
WITH CAUSE: Wages paid through termination date plus one month
severance paid.
Bonus and success fee entitlement forfeited, unless
termination occurs subsequent to payment dates. There
shall be no accrual calculation of bonus or success
fee--these payments vest on a lump sum basis on the
payment dates.
Life Insurance/Medical Coverage canceled at employer's
option.
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8. TERMINATION
WITHOUT CAUSE: Wages paid through termination date and the later of
twelve months following the Closing Date or six months
following termination, paid as a lump sum less all
applicable withholding taxes.
All outstanding bonus and success fee payments vest upon
termination and are to be paid, less applicable
withholding taxes.
Life Insurance/Medical Coverage remains in effect for the
severance period.
9. VOLUNTARY
RESIGNATION: Employee agrees to provide 90 days' written notice of
resignation.
Wages paid through last date of employment, which shall be
90 days after employee has provided written notice of
resignation, unless at its option, the Company determines
an earlier effective date of resignation in which case,
wages shall only be paid to the effective date of
resignation.
No additional bonus or success fee monies paid if not
otherwise payable by last date of employment.
All benefits, including Life Insurance/Medical Coverage
cease as of last date of employment.
10. NON-COMPETE: For three years following cessation of employment with the
Company, the employee agrees not to, without the express
written consent of the Company, directly or indirectly
engage in, as owner, operator or employee of any business
which competes with the business of Coffee People, Inc. in
the United States. Competitors of Coffee People, Inc. are
those retail operations for which 50% or more of total
sales are derived from coffee (in liquid or whole been
form) or coffee related products.
These terms of employment, effective from the Closing Date of the Transaction,
are hereby agreed by:
COFFEE PEOPLE, INC.
/s/ Taylor H. Devine By: Kenneth B. Ross, CFO
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Taylor H. Devine Coffee People, Inc.
KA Welsh
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Second Cup Inc.