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This excerpt taken from the PBI DEF 14A filed Mar 26, 2009. Separation Agreement On April 14, 2008, the company entered into a Separation Agreement with Mr. Nolop in connection with his separation from the company. The Separation Agreement provides that Mr. Nolop will receive base severance in the amount of $99,139.42 and enhanced severance in the amount of $2,530,044.51. Of that amount, $736,903.93 was paid in a lump sum and the remainder will be aggregated with his base severance and will be paid in equal installments on regular paydays over a period beginning six months after the date of his separation and ending on April 14, 2010. In accordance with the terms of the Pitney Bowes Pension Plan and the Pitney Bowes Pension Restoration Plan, Mr. Nolop is eligible for early retire- 48 ment effective January 10, 2010. Mr. Nolop’s base severance and $2,238,669.51 of his enhanced severance will be used as pensionable earnings in calculating his pension benefit under these plans. The benefits set forth in the Separation Agreement include: (i) a prorated payout of outstanding CIUs based on his active service; (ii) professional financial counseling and tax preparation services for 24 months up to $21,000 per calendar year; and (iii) up to $40,000 in transitional support expenses. For the period beginning on the date of separation through April 14, 2010, Mr. Nolop will receive life insurance coverage equal to one year of his base salary and he and his eligible dependents may continue to participate in the company’s group medical and dental plans. Mr. Nolop will also be eligible to participate in benefit plans for retirees, including medical, prescription drug and/or dental coverage, after April 14, 2010. The Separation Agreement provides that Mr. Nolop will forfeit all outstanding unvested restricted stock awards. Mr. Nolop will retain his stock options that are fully or partially vested as of April 16, 2008, which, pursuant to the plan terms, will continue to vest until January 10, 2010 when all outstanding unvested stock options will vest and remain exercisable until the expiration date set forth in the applicable award agreement. The Separation Agreement also provides that Mr. Nolop will be bound by a confidentiality provision, a covenant not to compete with the company for one year following his date of separation and a non-solicitation provision for one year following his date of separation. Pursuant to the Separation Agreement, Mr. Nolop has released and waived any claims that he might have against the company. |
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