EXHIBIT 6
EMPLOYEE PROTECTION PLAN FOR EMPLOYEES OF FORUM'S CORPORATE OFFICES
Employees at the corporate offices of Forum Group, Inc. and its subsidiaries
("Forum") immediately before the earlier of the acquisition of the Shares
pursuant to the Offer or the Effective Time (the "Acquisition Date") shall be
subject to this Employee Protection Plan for Employees of Forum's Corporate
Offices (the "Plan") following the Acquisition Date and subsequent integration
of Forum into Marriott Senior Living Services, Inc. ("MSLS");/1/
1. It is the intention of MSLS that Forum employees should continue to
perform their normal job functions following the Acquisition Date, while MSLS
undertakes an assessment of Forum's operations. Following such assessment
period, MSLS will notify each Forum employee as to his or her eligibility for
employment in a comparable position with MSLS. The date on which the employee
receives notice of his or her eligibility for employment with MSLS shall be
the "Employee's Notification Date."
2. If MSLS offers a Forum employee a position with MSLS, and the employee
accepts such offer, the employee shall be eligible to participate in the
Marriott International employee benefits plan and shall be subject to the
policies and procedures applicable to all other MSLS employees. For purposes
of any benefits program for which continuous length of service is a factor
(including, but not limited to, insurance program effective dates, pre-
existing condition waiting periods, retirement program entry dates and
vesting, vacation, sick pay and other paid leave benefits, service awards and
any other similar program), MSLS and Marriott International, Inc. shall
recognize service with Forum and its predecessors as employment with MSLS or
any other Marriott division.
3. If MSLS offers a Forum employee a position with MSLS, but the employee
rejects such offer, the employee shall receive the following "Marriott
International Income Extension Plan" benefits:
a. MSLS shall provide the employee with at least thirty (30) days' notice
as to his or her final date of employment (the "Job Elimination Date");
b. As of the Job Elimination Date, the employee shall receive payment
representing:
(i) Severance pay equal to one week's salary for each full year of
service with Forum; provided, however, that no employee shall receive a
severance payment of less than two (2) weeks' pay; and
(ii) Payment for unused vested and unvested vacation leave, up to a
maximum of thirty (30) days' leave.
4. If MSLS does not offer the Forum employee a position with MSLS, the
employee shall be eligible for the following:
a. The employee shall receive notice as to his or her Job Elimination
Date, which date shall in no event be less than forty-five (45) days from
the Employee Notification Date; and
b. Throughout the period preceding the employee's Job Elimination Date,
MSLS will provide general assistance to the employee in identifying vacant
positions in other divisions of Marriott International, Inc. for which the
employee may be qualified. Reasonable accommodation will be made to allow
an employee to look for another job during the Notification Period. If the
employee is successful in obtaining employment in another division of
Marriott International, Inc., the employee shall be eligible to participate
in the Marriott International, Inc. employee benefit plans and shall be
subject to the policies and procedures applicable to other employees of
that Marriott division. The employee shall receive credit for prior service
with Forum, as described in section 2 above.
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/1/An "employee" for purposes of this Plan shall consist of all
administrative and clerical staff, managers, directors, vice presidents and
senior vice presidents of Forum Group, Inc. who are employed at Forum's
corporate offices immediately before the Effective Time, but shall not include
the chief financial officer or chief executive officer of Forum.
c. If the employee has not obtained other employment with Marriott
International, Inc. as of the Job Elimination Date, the employee shall
receive payment consisting of the following:
(i) Payment for unused vested vacation leave, up to a maximum of
twenty (20) days' leave; and
(ii) A final severance payment which will include credit for unvested
vacation leave, up to a maximum of fifteen (15) days' leave. The final
severance payment will be determined based on the employee's position
with Forum and shall be equal to the employee's base salary for the
number of months shown below, reduced by the amount of regular pay the
employee received for time worked from the Employee's Notification Date
through the Job Elimination Date:
Administrative/Clerical Staff............................. Three (3) months
Managers.................................................. Four (4) months
Directors................................................. Five (5) months
Vice Presidents and Senior Vice Presidents................ Six (6) months
5. If a Forum employee resigns or is terminated for cause before the
Employee's Notification Date or the employee's Job Elimination Date, the
employee shall not be eligible for benefits under the Employee Protection Plan
described herein. The employee will, however, be eligible for any benefits
applicable to the employee under group health plans maintained for former
Forum employees as may be required under Section 601 of the Employee
Retirement Income Security Act of 1974, as amended.
6. In the event an employee is terminated by MSLS or Marriott International,
Inc. on or before March 31, 1997, other than for cause, such employee shall be
eligible to receive the benefits described in Section 4.c. above.
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