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Exhibit 10.18
AMENDMENT NO. 1 TO
EXECUTIVE EMPLOYMENT AGREEMENT
AMENDMENT NO. 1 TO EXECUTIVE EMPLOYMENT AGREEMENT, dated
June 18, 1993 (this "Agreement"), by and between THE HORN & HARDART
COMPANY, a Nevada corporation, with offices at 1500 Harbor Boulevard,
Weehawken, New Jersey 07087 (the "Company"), and WAYNE GARTEN, residing at
747 Iris Court, Yorktown Heights, New York 10598 (the "Executive").
W I T N E S S E T H:
WHEREAS, the Company and the Executive have entered into
an Executive Employment Agreement, dated October 14, 1991 (the "Employment
Agreement"); and
WHEREAS, the Company and the Executive desire to amend
the Agreement.
NOW, THEREFORE, the parties hereto agree as follows:
1. Term. The Employment Agreement shall be renewed,
effective as of the date hereof, for the period from the date hereof and
ending September 30, 1994 as follows:
Paragraph 2 of the Employment Agreement is hereby amended
to change the date therein to September 30, 1994.
2. Termination of Executive's Employment. The
Employment Agreement shall be amended, effective as of the date hereof, as
follows:
Paragraph 8(g) of the Employment Agreement is hereby
deleted and there shall be substituted in lieu thereof the following:
(g) Notwithstanding anything to the contrary in this
Paragraph 8:
(i) The Company shall notify the Executive, not
less than ninety (90) days prior to the expiration of the
Agreement, as to whether or not the Company intends to
enter into good faith negotiations with the Executive for
the extension of the Agreement. The Agreement shall be
automatically extended for additional one (1)-year
periods if the Company shall fail to notify the Executive
within such time-period of its intent to enter into or
refrain from entering into
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negotiations with the Executive for the extension of the
Agreement; provided, however, that the General Counsel of
the Company shall have advised the Chief Executive
Officer of the Company in writing at least one hundred
four (104) days prior to the expiration of the Agreement
of the provisions of this Paragraph 8(g)(i).
(ii) If the Agreement is not extended by mutual
agreement on or before the last day of the Term, then the
Executive shall be paid on such date a lump sum severance
payment in an amount equal to the product of one month's
salary as then in effect multiplied by the number of
years and portions thereof (in the case of any partial
year, a pro rata portion of one month's salary) of
service by the Executive at the Company; provided,
however, that the number of years and portions thereof
shall be limited to include no more than two (2) more
years from October 3, 1993 (the "Severance Payment"). In
addition, if the Executive's employment is terminated
during the Term by the Company without Cause or by the
Executive with Good Reason, the Executive shall be paid
the Severance Payment on the effective date of such
termination. Any such Severance Payment shall be in
addition to any other rights the Executive may have under
the Agreement.
3. Right to Put Shares. The Employment Agreement shall
be amended, effective as of the date hereof, as follows:
Paragraph 11 of the Employment Agreement is hereby
deleted in its entirety.
4. Governing Law. This Agreement shall be construed in
accordance with and governed by the laws of the State of New York
applicable to contracts executed in and to be performed solely within such
state.
5. Guaranty. By its execution of this Agreement,
Hanover unconditionally guaranties performance by the Company of its
obligations under this Agreement.
6. Miscellaneous. (a) Successors and Assigns. This
Agreement shall inure to the benefit of, and be binding upon, the Company
and any corporation with which the Company merges or consolidates or to
which the Company sells all or substantially all of its assets, and upon
the Executive and his executors, administrators, heirs and legal
representatives.
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(b) Headings. All headings in this Agreement are for
convenience only and are not intended to affect the meaning of any
provision hereof.
(c) Counterparts. This Agreement may be executed in two
counterparts with the same effect as if the signatures to all such
counterparts were upon the same instrument, and all such counterparts
shall constitute but one instrument.
IN WITNESS WHEREOF, the Executive has executed this
Agreement and the Company has caused this Agreement to be executed by a
duly authorized officer and to become effective as of the day and year
first above written.
THE HORN & HARDART COMPANY
By:/s/ Jack E. Rosenfeld
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Name: Jack E. Rosenfeld
Title: President
/s/ Wayne Garten
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Wayne Garten
THE HANOVER COMPANIES
By:/s/ Jack E. Rosenfeld
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Name: Jack E. Rosenfeld
Title: President
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