Severance Agreement - Collins & Aikman Corp. and J. Michael Stepp
December 17, 1999
Mr. J. Michael Stepp
7021 Old Dairy Lane
Charlotte, North Carolina 28211
In re: Severance Benefits
Dear Michael:
This letter confirms our recent conversations about your termination of
employment with Collins & Aikman Corporation (the "Company") and the
compensation and benefits the Company has agreed to provide to you pursuant to
your Employment and Retention Agreement dated January 1, 1999 (the "Employment
Agreement").
Your employment with the Company will terminate effective as of December
31, 1999. In consideration of your service to the Company for 1999, we have
agreed that you will receive a 1999 bonus under the Company's annual Executive
Incentive Compensation Plan of $150,000. In addition, pursuant to Section
3.2(b) of the Employment Agreement, you will receive a one-time Transition Bonus
of $300,000. Both bonuses will be paid to you on or before January 31, 2000.
We have also agreed that you will receive the following benefits in connection
with the termination of your employment with the Company:
Lump Sum Severance Benefit. In accordance with Section 5.2(b) of the
Employment Agreement, you will receive a severance benefit of $415,000, to
be paid to you in a lump sum payment on or before January 31, 2000.
Purchase of Automobile. You have the option, exercisable by written notice
to the Company on or before January 15, 2000, to purchase the automobile
furnished to you by the Company (a 1998 Volvo) for $15,000.
Other Benefits. The Company will provide you with the benefits described
in clauses (IV), (V) and (VI) of Section 5.2(b) of the Employment
Agreement.
The covenants made by you in Section 6.2 of the Employment Agreement will
continue in accordance with the terms of the Employment Agreement. In
consideration of the arrangements outlined in this letter and pursuant to
Section 5.3 of the Employment Agreement, you will execute and deliver to the
Company the General Release attached as Exhibit A to the Employment Agreement (a
copy of which is also enclosed).
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Mr. J. Michael Stepp
December 17, 1999
Page 2
The Company acknowledges that your termination of employment was by mutual
consent and was not in any way related to your job performance. You are subject
to being rehired by the Company in the future in a mutually agreeable executive
level position.
If this letter accurately sets forth our understanding on these matters,
please so indicate by signing and returning to me the enclosed copy of this
letter (and the accompanying General Release).
Very truly yours,
/s/ Thomas E. Evans
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Thomas E. Evans
Chairman and Chief Executive Officer
Agreed and Accepted:
/s/ J. Michael Stepp
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J. Michael Stepp
December 20, 1999
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Date
<PAGE>
RELEASE
RELEASE (the "Release") dated as of December 20, 1999, by J. Michael Stepp
("Employee") in favor of Collins & Aikman Corporation, a Delaware corporation
(the "Company").
WHEREAS, pursuant to that certain Employment and Retention Agreement by and
between the Company and Employee dated as of January 1, 1999 and that certain
letter agreement by and between the Company and Employee dated December 17, 1999
(collectively, the "Agreement"), the Company agreed to provide Employee with
certain severance and retention benefits (the "Benefits") and Employee agreed to
accept the Benefits, all on the terms and conditions set forth in the Agreement;
and
WHEREAS, pursuant to Section 5.3 of the Agreement, Employee shall not be
entitled to receive certain severance benefits unless Employee executes and
delivers to the Company a release of the parties as set forth in Section 7 of
the Agreement, such release to be dated as of the Termination Date (as such term
is defined in the Agreement);
NOW, THEREFORE, for good and valuable consideration in connection with the
receipt of the Benefits, Employee agrees as follows:
1. Release. Employee unconditionally releases the Company and its
subsidiaries and affiliates and directors, officers, employees and stockholders
thereof, from any and all claims, liabilities and obligations of any nature
pertaining to the terms of his employment or the termination of his employment
other than those explicitly provided for by the Agreement including, without
limitation, any claims arising out of alleged legal restrictions on the
Company's rights to terminate its employees, such as any termination contrary to
public policy or to laws prohibiting discrimination (including, without
limitation, the Age Discrimination in Employment Act).
2. Governing Law. The validity, interpretation and performance of
this Release shall be governed by the laws of the State of New York, regardless
of the laws that might be applied under applicable principles of conflicts of
laws. Employee hereby waives any right such party may have to a trial by jury.
3. Miscellaneous. In executing this Release, Employee has not
relied upon any statement, representation or promise, whether written or oral,
of the Company or any of its subsidiaries or affiliates, or of any
representative or attorney for the Company or any of its subsidiaries or
affiliates, except for statements expressly set forth in this Release. Employee
has read this Release carefully and knows and understands the contents hereof.
IN WITNESS WHEREOF, Employee has executed this Release as of the date and
year first above written.
/s/ J. Michael Stepp
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J. MICHAEL STEPP