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EXHIBIT 10.18A
JAKKS PACIFIC, INC.
22761 Pacific Coast Highway
Malibu, CA 90265
(310) 456-7799
June 26, 2000
Mr. Joshua H. Pokempner
2908 West Delhi Road
Ann Arbor, MI 48103
Dear Mr. Pokempner:
Please refer to the Employment Agreement dated as of October 1, 1999
between the Company and you (the "Employment Agreement"). Capitalized terms are
used herein as defined in the Employment Agreement. This letter will confirm
our agreement with respect to the termination of the Employment Agreement as
follows:
1. The Employment Agreement was terminated effective as of the close of
business on April 30, 2000 (the "Termination Time"), and Executive's employment
and all obligations of the parties thereto were thereupon terminated; provided
that such termination shall not relieve either party thereto of any obligation
which was or is required to be performed by such party prior to, or in respect
of any period ending prior to, the Termination Time nor deprive any party of
any right, claim or cause of action that such party may have thereunder.
2. Executive acknowledges that all amounts owed to him under the
Employment Agreement, including without limitation amounts payable to him
pursuant to Section 15(a) of the Employment Agreement, have been paid to and
received by him, and that no other payment is required to be made to him by the
Company under the Employment Agreement, including without limitation pursuant
to Section 15(b).
3. The Company and Executive acknowledge and agree that:
(a) the Employment Agreement was terminated by mutual consent and that
the provisions of Sections 12, 13 and 14 of the Employment Agreement do not
apply hereto;
(b) in light of the termination of Executive's employment pursuant
hereto, all options heretofore granted to Executive under the Company's Third
Amended and Restated 1995 Stock Option Plan shall terminate forthwith; and
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Mr. Joshua H. Pokempner
June 26, 2000
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(c) concurrently herewith the Company is granting to Executive an
option under such Plan in the form of Exhibit A hereto.
To confirm your agreement with the foregoing, please countersign this
letter where indicated below and return it to the Company at its address set
forth in the Employment Agreement.
Very truly yours,
JAKKS PACIFIC, INC.
By: /s/ JOEL M. BENNETT
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Joel M. Bennett,
Executive Vice President
AGREED AND ACCEPTED:
/s/ JOSHUA H. POKEMPNER
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Joshua H. Pokempner
cc: Howard Rice, Esq.
Murray L. Skala, Esq.
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EXHIBIT A
JAKKS PACIFIC, INC.
CERTIFICATE OF STOCK OPTION AGREEMENT
To purchase 6,750 shares of Common Stock
June 26, 2000
JAKKS Pacific, Inc., a Delaware corporation (the "Company"), hereby
certifies that Joshua H. Pokempner has been granted an Option to purchase 6,750
shares of Common Stock, pursuant to and subject to the terms and conditions of
the Company's Third Amended and Restated 1995 Stock Option Plan, as amended
(the "Plan"), exercisable as follows:
1. Date of Grant: June 26, 2000
2. Exercise Price: $26.00
3. Vesting: This Option is exercisable to the extent of the
following number of shares commencing on the
following dates:
Date on or after which
shares can be purchased Number of Shares
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October 1, 2000 2,250
October 1, 2001 additional 2,250
October 1, 2002 additional 2,250
4. Termination: This Option shall not be exercisable after 5:00 p.m.
Pacific Time on September 30, 2005.
5. Method of Exercise
of Option: The Optionee shall notify the Company by written
notice, substantially in the form of the Option
Exercise Form annexed hereto, sent by registered or
certified mail, return receipt request, addressed to
its principal office, or by hand delivery to such
office, attention Secretary, properly receipted, as to
the number of shares of Common Stock which the Optionee
desires to purchase under this Option, which written
notice shall be accompanied by the Optionee's check
payable to the order of the Company for the full option
price of such shares of Common Stock, unless payment of
the option price is to be made in accordance with, and
subject to the conditions of, the proviso to Section
12(b) of the Plan. As soon as practicable after the
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receipt of such written notice, the Company shall, at
its principal office, deliver to the Optionee a
certificate or certificates issued in the Optionee's
name evidencing the shares of Common Stock so purchased
by the Optionee hereunder.
PLEASE REFER TO THE COMPLETE PLAN TO SEE THE TERMS AND CONDITIONS
THEREOF APPLICABLE TO THIS OPTION.
JAKKS PACIFIC, INC.
By: /s/ JOEL M. BENNETT
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Name: Joel M. Bennett
Title: Executive Vice President
OPTIONEE:
/s/ JOSHUA H. POKEMPNER
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Name: Joshua H. Pokempner
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OPTION EXERCISE FORM
JAKKS PACIFIC, INC.
22761 Pacific Coast Highway
Malibu, CA 90265
The undersigned hereby exercises the right to purchase ________ shares of
Common Stock pursuant to and in accordance with the terms and conditions of the
Option granted June 26, 2000, and herewith makes payment of $________ therefor,
and requests that a certificate for such shares be issued in the name of the
undersigned and be delivered to the undersigned at the address stated below,
and, if such number of shares shall not be all of the shares subject to such
Option, that a new Certificate of Stock Option Agreement of like tenor for the
balance of the shares purchasable thereunder be delivered to the undersigned at
the address stated below.
Dated:
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Address:
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Name: Joshua H. Pokempner