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EXHIBIT 10.14
MUTUAL SEPARATION AGREEMENT
AND GENERAL RELEASE
THIS AGREEMENT is made the 12th day of February, 1999, between National
TechTeam, Inc. (the "Company") and Lawrence A. Mills ("Executive").
Whereas, the parties agree that it is in their mutual best interest to
sever the employment relationship and/or for the Executive to voluntarily
resign.
Whereas, the parties agree that it is necessary for the Executive to
remain employed by the Company until the Company has completed its 1998 year
end audit and SEC reports.
The Parties agree:
1. Parties agree that Executive shall remain employed by the Company
through March 31, 1999, at his current pay rate and with full benefits.
Executive agrees to provide his best efforts to successfully complete the 1998
year end audit and related SEC reports. Executive agrees to sign the reports
requiring signatures of the CFO or Treasurer of the Company provided Executive
believes that the reports are fair and accurate.
2. Company agrees to pay for Executive and his spouse's health and
dental insurance coverage for the period April 1, 1999, through September 30,
2000, or until the Executive obtains comparable coverage through employment
whichever is less.
3. Company will provide Executive with career placement services through
the firm of Challenger, Gray & Christmas, Inc. at no cost to the Executive
through September 30, 2000.
4. Company agrees that Executive shall not have to repay the $107,424.00
premium paid by the Company for the life insurance policy, MassMutual Life
Insurance policy, policy 7-183-284, until February 10, 2010, or the Executive's
death, whichever occurs first.
5. Company agrees to pay Executive $81,477.31 as severance pay.
Executive acknowledges and agrees that the Company will withhold taxes from the
payment.
6. The Company will permit Executive to exercise all vested but
unexercised options at termination through the date on which they would have
otherwise expired had the Executive been employed with the Company.
7. Executive agrees to tender his resignation effective March 31, 1999.
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8. When an inquiry is made from a prospective employer of the Executive,
the Parties agree that the only response shall be that the Executive was
employed by the Company.
9. In consideration of the benefits and severance payments listed above,
which Executive expressly acknowledges exceeds the benefits to which Executive
would otherwise be entitled, Executive gives a full and final release of any and
all claims, whether known or unknown, arising up to the date of his resignation
that Executive may have against the Company and its affiliates, shareholders,
officers, directors, agents, and employees that relate directly or indirectly to
Executive's employment or the termination of Executive's employment, including
all claims for breach of contract, retaliatory or wrongful discharge, and
discrimination under any state or federal law, including, without limitation,
the federal Age Discrimination in Employment Act.
10. Executive acknowledges that Executive has at least 21 days in which
to consider this separation agreement and has been advised in writing to consult
with an attorney before signing it. Executive has read and understands the
agreement, including the release of claims, and voluntarily accept its terms and
conditions. Executive acknowledges that he is not signing this document under
duress or coercion or undue influence of any kind on the part of the Company.
Executive understands that this agreement will not be effective or enforceable
for seven days following the date of Executive's signature below and that during
this time, and this time only, Executive may revoke the agreement. Any
revocation must be in writing, signed by Executive, and delivered or mailed to
Michael A. Sosin so as to arrive within seven days of the date Executive signed
this agreement.
11. Executive acknowledges that no one has made representations to him
concerning the terms or effect of this agreement other than as specifically
stated herein. This Agreement constitutes the entire agreement between the
parties concerning the subject matter hereof and supersedes all prior
statements, representations, discussions, negotiations and agreements, both
oral and written. This document cannot be modified, except in writing signed
by the Executive and the Company. This agreement shall be governed and
enforced according to the laws of the State of Michigan. This Agreement is made
solely for the benefit of the parties to this Agreement, their successors and
assigns, and no other person shall acquire or have any right under or by virtue
of this Agreement.
12. Executive agrees that the terms and conditions of this agreement will
be kept confidential and will not be disclosed to anyone other than Executive's
immediate family, accountants, legal advisers, or as required by law. Company
agrees to keep the terms of this Agreement confidential except to disclose as
necessary in the ordinary course of its business.
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National TechTeam, Inc. Witnesses
Michael A. Sosin
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Harry A. Lewis
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By: Harry A. Lewis, President
Michael A. Sosin
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Lawrence A. Mills
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Lawrence A. Mills Jeffrey R. Pigott
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