Exhibit 10.12
Ms. Julie Mulligan
554 Beach 133rd Street
Belle Harbor, New York 11694
Dear Julie:
This letter will serve as our understanding of the services you will be
rendering as an employee in the position of Personality Expert Designer for the
1-800-Flowers.Com brand (the "Company") for the Company's FY'08.
Responsibilities
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Your responsibilities will include (i) working with the Company's
Merchandising Department to develop and maintain an exclusive product line for
the Company under the name of "Designs by Julie Mulligan", or any other name
agreed to by you and the Company (the "Line"). Development of the Line includes
not only the products themselves, but also any applicable product descriptions,
photography, content and copy related to the products. The products, their
descriptions, content and copy are subject to the final approval of the Company.
It is anticipated that there will be approximately 6-8 products from the Line on
the 1800flowers.com web site at any one given time; (ii) making recommendations
on how to repurpose excess inventory of floral and hard goods; (iii) assist the
Company with the photography of its floral products with special focus on
optimizing florist designed products; (iv) act as a Company spokesperson at
marketing, gift shows and media events (up to a maximum of 12 per fiscal year)
and shall support the Company in marketing projects (i.e. appear in video
advertising and/or programming); and (v) in addition you will perform the duties
customarily performed in persons in the position for which you are employed and
such other duties as from time to time may be prescribed by the Company.
It is agreed that all products designed and developed by you will be made
available for sale once all varieties are confirmed as available by
Merchandising Operations and Planning. All your products must meet or surpass
the quality standards designated by QA and the products must successfully pass
ship testing through the Vendor Relations group. Furthermore, notwithstanding
anything to the contrary contained herein, the Company has the sole discretion
as to which products you design it chooses to use and the manner and extent of
the marketing of any such products. All products developed shall be and remain
the property of the Company.
Compensation
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Base salary: $130,000 (annualized)
Benefits: Except as otherwise provided herein, you are eligible to continue to
participate in all Company benefit programs subject to the terms of
each plan. You are eligible to participate in the Company medical,
dental, life insurance, and short term and long term disability
commencing. You are eligible to participate in the Company 401(k)
plan. You are eligible for three (3) weeks vacation accruing pursuant
to the Company's policy.
Floral Sales Commission": For sales of floral products under the Line you will
be paid a quarterly commission (the "Quarterly Commission") based
upon the following formula:
I. The Line---Direct Shipped Products:
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A) 5% of Net Sales of the products sold under the Line in
the event that the gross product margin on any such product
is 65%-69% fully loaded;
B) 6% of Net Sales of products sold under the Line in the
event that the gross product margin on any such product is
between 70%-74% fully loaded;
C) 7% of Net Sales of the products sold under the Line in
the event that the gross product margin on any such product
is 75% or higher.
II. The Line---Florist Fulfilled Products:
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A) 2.5% of Net Sales of the products sold under the Line.
For the purposes of this Agreement, Net Sales means the gross sales
price of the products of the Line sold less any and all taxes,
service, shipping, relay and handling charges, credits, chargebacks,
refunds, returns, rebates, discounts, gift certificates, promotional
offers, and credit card processing fees. Any commission earned shall
be paid on a quarterly basis and such payment shall be accompanied by
a report showing how the commission was calculated for said quarter.
The Company and you may mutually agree on arrangements for more
frequent reporting on the sales generated under the Line.
The Quarterly Commission provided for herein is in lieu of any cash
bonus programs that the Company may make available to its employees.
For instance, you will not be participating in the Company's Sharing
Success Program.
Equity: As an employee you may be eligible for stock option or restricted
stock grants subject to the approval of the Compensation Committee
of the Board of Directors pursuant to the terms of the Company's
2003 Long Term Incentive and Share Award Plan (the "Plan"). All future
stock option and restricted stock awards are at the discretion of the
Compensation Committee.
We are committed to maintaining a competitive position in the employment
marketplace. However, it is agreed that neither the terms of this letter, your
acceptance of same, nor the maintenance of personnel policies, procedures and
benefits creates a contract of employment or a guarantee of any length of
employment or specific benefits. Your employment with the Company is "at-will",
meaning that you retain the option, as does the Company, to end your employment
at any time, for any reason or for no reason.
If, however, your employment is terminated then you will be entitled to
base salary through the date of termination and any other bonus amounts earned,
accrued, due and owing, but not yet paid as of the date of your termination.
Julie, we look forward to the continuation of our relationship together and
a prosperous fiscal year.
Very truly yours,
/s/ MONICA WOO
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Monica Woo
President of Consumer Floral
Agreed to:
/s/ JULIE MCCANN MULLIGAN
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Julie McCann Mulligan