1
EXHIBIT 10-U
July 27, 1998
Mr. George O. Deehan
99 Ridgecrest Road
Stamford, CT 06903
Dear George:
This will reflect the terms for your joining Advanta:
1. POSITION - President and CEO, Advanta Leasing.
2. BASE SALARY - $330,000.00 per annum
3. START DATE - On or about August 3, 1998
4. ANNUAL BONUS - You will be eligible to participate in Advanta's Management
Incentive Plan ("AMIP") as a Class "B" participant. As such, your target bonus
will be 50% of your Base Salary each year. The maximum bonus is currently 200%
of target.
5. OPTIONS - You will be granted options, pursuant to the Advanta Corp. Stock
Option Plan to purchase 40,000 Advanta Class "B" common shares at the closing
price on your start date. The options for 10,000 shares will vest when you have
been employed by Advanta for one year and an additional 10,000 shares will vest
at the end of the second, third and fourth year of employment respectively. In
addition, you will be eligible for annual stock option grants in the discretion
of the Board in accordance with the Stock Option Plan.
6. SIGNING BONUS - You will be entitled to a signing bonus of $70,000 payable in
12 consecutive monthly installments conditioned upon your continued employment
at the time each installment is due.
7. PLACE OF EMPLOYMENT - Your principal place of business will be at Advanta
Leasing headquarters in Voorhees, New Jersey. However, we recognize that you
expect to spend, on average, approximately a day a week at the present Advanta
Partners offices in New York City, which will also serve as offices for Advanta
Leasing. Since you
2
expect to continue maintaining your principal residence in Stamford, Advanta
will provide, at the Company's expense, housing that is reasonably satisfactory
to you (including access, at its expense, to a health club) in Center City
Philadelphia, or such other location in the Greater Philadelphia area as you may
choose, for so long as you are employed by Advanta and Stamford continues to be
your principal residence.
8. SEVERANCE - If there should be a change of control at Advanta in the future,
as defined in the Advanta Senior Management Change of Control Severance Plan,
you will be entitled to the benefits provided in that plan with the amount of
severance at two times your Base Salary. In addition, if your employment should
be terminated by Advanta without Cause within the first two years of your
employment you will be entitled to severance equal to one year's Base Salary
payable in 12 monthly installments. If your employment is terminated by Advanta
without cause, you will also have two years to exercise then vested options
granted on your start date. Your employment will be terminable on 30 days
written notice by you or the Company, except that you agree not to voluntarily
leave your employment with us before the first anniversary of your employment.
9. BENEFITS - Advanta provides a broad range of medical, disability, life
insurance and other benefits. You will be treated for the purpose of these
benefits comparably to other similarly situated Class B AMIP participants. In
addition, if you are employed by Advanta when you reach age 62 (a) you will be
entitled to $16,667 per month for each of the next twelve months; and (b)
Advanta will include you and your family in its group medical insurance program
for the following ten years on the same basis as would have been applicable had
you continued to be employed, if permitted to do so on the same basis as
applicable to an employee by the group insurance carriers (and if necessary will
seek to obtain such permission). These benefits after age 62 are not dependent
on your continued employment with Advanta, but will end if you or an entity
associated with you competes with Advanta.
10. MISCELLANEOUS - The laws of the Commonwealth of Pennsylvania will govern
your employment arrangements. All compensation for the calendar year 1998 will
be pro rated based on the number of days during 1998 of your employment. Cause,
for purposes of this letter, shall mean your willful refusal to perform a
material and substantial part of your duties which has not been cured after 30
days written notice of the failure, or your commission of personal dishonesty,
materially injurious to the company, or any act of fraud, misappropriation or
criminal conduct.
3
If the foregoing accurately reflects our understanding, please sign a copy of
this letter and return it to me.
George, putting aside the terms and technicalities, we are extremely excited
about your joining us and look forward to enormous opportunities.
Sincerely,
/S/ Dennis Alter
Accepted and agreed to this 27th day of July, 1998.
---- -----
/s/ George O. Deehan
- --------------------
George O. Deehan