Rayovac 2008 Annual Report Download - page 103

Table of Contents
Index to Financial Statements
amended on June 29, 2007 and on June 9, 2008 (as amended, “Mr. Hussey’s employment agreement”). Mr. Hussey’s employment agreement contains the
following provisions applicable upon the termination of Mr. Hussey’s employment with the Company or in the event of a change in control of the Company.
Employment relationship ends for any reason. Following the end of Mr. Hussey’s employment with the Company for any reason, Mr. Hussey is entitled to
receive the following benefits: (i) the Company will reimburse Mr. Hussey for the reasonable expenses associated with Mr. Hussey’s tax preparation and
financial planning services for a period of ten (10) years from the end of his employment and (ii) for a period of ten (10) years from the end of his employment,
the Company will arrange to provide Mr. Hussey and his spouse with continuing medical, dental and life insurance benefits substantially similar to those
provided to Mr. Hussey and his spouse by the Company immediately prior to the end of his employment with the Company, at no greater cost to Mr. Hussey than
the cost to Mr. Hussey immediately prior to such date. The right to receive these benefits was triggered pursuant to Mr. Hussey’s employment agreement as then
in effect upon his replacement as President and Chief Operating Officer of the Company, prior to the time he was named Chief Executive Officer.
Termination of Mr. Hussey for Cause or voluntarily by Mr. Hussey. In the event that Mr. Hussey’s employment with the Company is terminated for cause
(as defined in Mr. Hussey’s employment agreement), or Mr. Hussey voluntarily terminates his employment (except pursuant to a constructive discharge,
described below), then Mr. Hussey’s right to receive salary and benefits will cease as of the date of such termination, except that Mr. Hussey will be entitled to
any of his rights and accrued benefits.
Termination of Mr. Hussey without Cause or as a result of Death or Disability. If Mr. Hussey’s employment with the Company ends as a result of a
termination of his employment by the Company without cause, or as a result of Mr. Hussey’s death or disability, and Mr. Hussey executes a separation agreement
with a release of claims agreeable to the Company, Mr. Hussey would be entitled to receive the payments and benefits set forth below.
• The Company will pay to Mr. Hussey, as severance, an amount in cash equal to two times the sum of (i) Mr. Hussey’s base salary then in effect, and
(ii) the annual bonus (if any) earned by Mr. Hussey pursuant to any annual bonus or incentive plan maintained by the Company in respect of the
fiscal year ending immediately prior to the fiscal year in which the termination occurs (the “Hussey Cash Severance”). Additionally, the Company
will pay to Mr. Hussey an amount equal to the pro rata portion of the annual bonus Mr. Hussey actually would have earned for the fiscal year in
which termination occurs. These amounts are to be paid to Mr. Hussey in a lump sum payment.
• For the greater of the 24-month period immediately following such termination or the period ending on September 30, 2008, the Company will
arrange to provide insurance, pension and all other benefits as are generally made available by the Company to its executive officers from time to
time, including, without limitation, any SERP and/or medical expenses reimbursement plans, including the MERP, to Mr. Hussey and his
dependents on a basis substantially similar to those provided to the Executive and his dependents by the Company immediately prior to the date of
termination, at no greater cost to the Executive than the cost to the Executive immediately prior to such date. These benefits cease immediately upon
the discovery by the Company of Mr. Hussey’s breach of the agreements not to compete, not to solicit customers or employees and to maintain the
confidentiality of secret processes and confidential information provisions included in Mr. Hussey’s employment agreement, which extend, for a
period of two years after his termination. In addition, these benefits will be reduced to the extent benefits of the same type are received by or made
available to Mr. Hussey during the 24-month period following the termination of Mr. Hussey’s employment; provided, however, that the Company
will reimburse Mr. Hussey for the excess, if any, of the cost of such benefits to Mr. Hussey over such cost immediately prior to the date of
termination.
• Any outstanding awards made pursuant to the Company’s Long Term Incentive Plan will become vested immediately.
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Source: Spectrum Brands, Inc, 10-K, December 10, 2008