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April 7, 1995
Mr. Maxwell T. Abbott
1875 South Hillgate Drive Au Bon Pain Co., Inc.
Lexington, KY 40515 19 Fid Kennedy Avenue
Marine Industrial Park
Boston, MA 02210-2497
(617) 423-2100
FAX (617) 423-7879
Dear Max:
Based on your experience, background presented and the excellent impression that
you have given us, Au Bon Pain Co., Inc. is pleased to offer you the position of
Vice President of Technical Services. We would like you to start on or before
June 5, 1995, you will report directly to Sam Yong, President, International.
As part of your orientation process, we would like you to train extensively in
our retail environment. A training schedule will be developed for you within the
next couple of weeks and forwarded to you at your home. Your base salary for
this position will be payable upon continued employment at the weekly rate of
$3,076.93. Your next scheduled review, based on your performance and/or the
profitability of the Company will be no later than, January 15, 1996. In
addition, your compensation will include:
A sign-on bonus of $25,000.00 paid out 3 weeks from your start date.
You will receive a car allowance of $96.16 per week.
We will provide you with a maximum of $100,000.00 to cover
relocation expenses and any gross up applicable for taxes. This is
intended to be used for relocation expenses such as the normal and
customary move of household goods, closing costs, home purchase of
your current residence through a 3rd party, househunting trips,
temporary living and interest on any equity loans. Should your
relocation related expenses and the applicable tax gross up be less
than $100,000.00, we will issue you the balance between your
expenses and $100,000.00 in a taxable payroll check. This
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relocation package will contain a provision that you reimburse Au
Bon Pain a pro-rated portion of your relocation expenses should you
voluntarily resign your employment with Au Bon Pain within one year
of your start date.
You will also be included in our incentive contingent Pay for
Performance Program for 1995. This program incorporates both a
dollar payout and stock option grant that rewards you for the
completion and quality of agreed upon objectives. Your eligibility
for the monetary portion is at a plan of 20% ($32,000) of your base
rate and can be paid out in full or any portion thereof, including
0% according to the attached plan description highlights. This
amount will be payable no earlier than 2/15/96, and no later than
3/15/96. For the plan year of 1995, you will be guaranteed a minimum
of a double achievement level.
In addition, per our agreement, Au Bon Pain will continue to pay you
your prevailing base rate, car allowance, and medical benefits on a
weekly basis should your employment be terminated by the Company,
for reasons other than gross misconduct, for a period not to exceed
26 weeks from your termination date. If your employment is
terminated with Au Bon Pain due to a significant change in control
in which more than 50% of the company changes hands, Au Bon Pain
will continue to pay you your prevailing base rate, car allowance,
and medical benefits on a weekly basis for a period not to exceed
one year from your termination date.
Consideration for Stock Options valued at, $230,000, at the next
Board of Director's meeting following your date of hire. The price
per share and corresponding number of shares granted depends on the
value per share on your exact start date.
As a full-time Au Bon Pain employee, you will be eligible to participate in the
following benefits: medical, dental, life insurance, short term disability, long
term disability, Employee Stock Purchase Plan and a 401(k) Plan. The waiting
periods and premiums related to these benefits and specific information about
plan content will be explained during the orientation process. Our benefit and
insurance package is subject to ongoing review and modification from time to
time. You will receive an Employee Handbook at your benefits orientation which
will explain our vacation and holiday schedules. Au Bon Pain is a nonsmoking
work facility. If you have specific questions about our benefits, please
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contact Joanne Dobson of our Human Resource group at extension 1331.
This offer is contingent on your ability to provide employment eligibility
documentation as required by law and outlined on the enclosed information.
Nothing in this letter is intended, or should be construed to execute a contract
for a definite term. In addition, Au Bon Pain has a ninety (90) day probationary
period. Either you or the Company are free to terminate the employment
relationship at any time. Please indicate your acceptance of this offer by
signing and returning one original of this letter no later than April 21, 1995,
after which time this offer will expire.
We believe that your background and experience will provide a solid foundation
for success with Au Bon Pain. We are extremely enthusiastic about our future
growth and expansion and anticipate that you will be an important factor in that
growth. If you have any questions about the enclosed information, please let me
know. Once again, Max, we welcome you to Au Bon Pain and we look forward to your
participation, energy, and contributions.
Sincerely,
/s/ Mariel Clark
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Mariel Clark
Sr. Vice President, Human Resources
I have read and accept the provisions as outlined above.
APRIL 12, 1995 /S/ MAXWELL T. ABBOTT
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Maxwell T. Abbott