Coach 2002 Annual Report Download - page 130

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(B) the exercise price per share of Common Stock subject to such
Retention Options.
(dd) "Retention Options" shall have the meaning
set forth in Section 5(e).
(ee) "Retention RSU Gain" with respect to any
specified period of time shall mean the product of (i) the number of
shares of Common Stock subject to Retention RSUs that first become
vested during such period and (ii) the fair market value per share of
Common Stock as of the date such Retention RSUs first become vested.
(ff) "Retention RSUs" shall have the meaning set
forth in Section 5(f).
(gg) "Stock Incentive Plan" shall mean the
Company's 2000 Stock Incentive Plan, as amended from time to time.
(hh) "Target Bonus" shall have the meaning set
forth in Section 5(b).
(ii) "Term" shall have the meaning set forth in
Section 2.
(jj) "Voting Stock" means all capital stock of
the Company which by its terms may be voted on all matters submitted to
stockholders of the Company generally.
2. Employment. The Company shall employ the Executive
and the Executive shall continue in the employ of the Company, for the period
set forth in this Section 2, in the positions set forth in the first sentence of
Section 3 and upon the other terms and conditions herein provided. The initial
term of employment under this Agreement (the "Initial Term") shall be for the
period beginning on the Effective Date and ending on July 1, 2008, unless
earlier terminated as provided in Section 6. The Initial Term shall
automatically be
5
extended for successive one-year periods (each, an "Extension Term") unless
either party hereto gives written notice of non-extension to the other no later
than 90 days prior to the scheduled expiration of the Initial Term or the then
applicable Extension Term (the Initial Term and any Extension Term shall be
collectively referred to hereunder as the "Term").
3. Position and Duties. The Executive shall serve as
President and Executive Creative Director of the Company, reporting to the
Company's Chief Executive Officer, with such responsibilities, duties and
authority as are customary for such role. The Executive shall devote all
necessary business time and attention, and employ his reasonable best efforts,
toward the fulfillment and execution of all assigned duties, and the
satisfaction of defined annual and/or longer-term performance criteria.
Notwithstanding the foregoing, the Executive may manage his personal
investments, be involved in charitable and professional activities (including
serving on charitable and professional boards), and, with the consent of the
Company's Chief Executive Officer, serve on for profit boards of directors and
advisory committees so long as such service does not materially interfere with
Executive's obligations hereunder or violate Section 9 hereof.
4. Place of Performance. In connection with his
employment during the Term, the Executive shall be based at the Company's
offices in New York, New York, except for necessary travel on the Company's
business.
5. Compensation and Related Matters