Sample Business Contracts

Employment Agreement - H&R Block Inc. and George T. Robson

Employment Forms

  • Employment Agreement. Employers can customize an employment agreement that states the salary, benefits, working hours and other important provisions for their new or existing employee.
  • Consulting Agreement. Answer simple questions to build a contract with a consultant. Specify the services rendered, when payment is due, as well as IP rights.
  • Commission Agreement. Employers who compensate their sales employees based on commissions can prepare an agreement to reduce misunderstandings by specifying the base salary and how commissions are calculated.
  • Executive Employment Agreement. Companies may offer their business executives a contract that is different from the one provided to their regular employees. Executive employment agreements may be more complex because the compensation structure may include a combination of salary and commissions, provide for bonuses based on sales, stock or other financial targets, and include non-compete, confidentiality and severance provisions.
  • Sales Representative Contract. Independent sales representatives offer companies the potential to increase the sale of products or services without the burden of increasing headcount. Both parties should understand how commissions are calculated, when commissions will be paid, as well as how the representative will treat confidential information from the company and whether the representative may also sell a competing line of products or services.
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H&R Block, Inc.                                Richard H. Brown
4410 Main Street                               President and
Kansas City, Missouri  64111                   Chief Executive Officer
(816) 932-7577                                 
Fax (816)  753-8628

                                               June 18, 1996

Mr. George T. Robson
300 Caversham Road
Bryn Mawr, Pennsylvania  19010

Dear George:

        This letter confirms our recent verbal agreement to revise the terms of
your employment with HRB Management, Inc. ("HRB"), and to make corresponding
changes to such terms as set forth in my December 20, 1995 letter to you (the
"Employment Letter").

        We have agreed that, effective immediately, item 6 of the Employment
Letter is revised to read as follows:

        "6.  You will be protected against a "Change of Control" of Block that
        is not initiated by Block, should such a Change of Control
        occur during the five-year period following the commencement of your
        employment with HRB.  If at any time during the one-year period
        following such Change of Control, your employment is terminated without
        "cause" under Block's or HRB's policies in existence immediately prior
        to the Change of Control, or if you terminate your employment for any
        reason (or no reason) during the 60-day period following such Change of
        Control of Block, certain elements of your compensation will continue.

        "HRB will continue to pay your base salary for a two-year
        period following such termination; HRB will pay to you bonus
        compensation for the fiscal year in which the termination occurs and
        for the fiscal year following the year of termination, such bonus
        compensation to be equal to the target award amount for the year in
        which the termination occurs; vesting of nonvested stock options will
        accelerate and all stock options may be exercisable for three months
        following termination; and HRB will continue health, life and
        disability insurance benefits for up to two years following the
        termination to the extent that you do not obtain similar benefits from
        another party.

<PAGE>   2
Mr. George T. Robson
June 18, 1996
Page Two

        "A Change of Control means (i) acquisition of beneficial ownership of
        50% or more of Block's voting securities by an individual, entity or
        group other than Block or any of its affiliates; (ii) approval by
        Block's stockholders of a reorganization, merger or consolidation of
        Block (whether by a single transaction or a series of related
        transactions), but only if the beneficial owners of Block common stock
        immediately before the transaction (or related transactions) do not,
        immediately after the transaction (or related transactions),
        beneficially own, directly or indirectly, more than 50% of the company
        resulting from the transaction (or related transactions); (iii) a
        complete liquidation or dissolution of Block or of the sale or other
        disposition of all or substantially all of the assets of Block; or (iv)
        turnover of more than a majority of the directors on the Board of
        Directors of Block as a result of a proxy contest or a series of proxy
        contests under the Securities and Exchange Commission proxy rules.  Any
        event, transaction or series of transactions described in this
        paragraph that is initiated by Block shall not constitute a Change of
        Control under the terms of this letter.

        "On the fifth anniversary of your employment by HRB, Block will 
        consider and discuss with you the possible extension of the Change of
        Control provisions.

        "The sale, distribution or other disposition by Block or any
        subsidiary of Block of all or substantially all of the common stock
        of CompuServe Corporation held directly or indirectly by Block on the
        date of this letter shall not constitute a Change of Control under the
        terms of this letter."

        If the foregoing reflects your understanding of our agreement, please
sign and return a copy of this letter to me, and the terms of this letter will
become effective.

Very truly yours,

HRB Management, Inc.                    Accepted and agreed to this 18th
                                        day of June, 1996:

/s/Richard H. Brown                     /s/George T. Robson
-----------------------------           ---------------------------
Richard H. Brown                        George T. Robson