Exhibit 10.29 Summary of Employment Agreement between Mr. Jones and the Company


    Borders
      Group/George Jones 

    Employment
      Agreement

    


    Summary
      of Key Terms

    


    
      	
               

              Term

               

            	
               

              Discussion

               

            
	
               

              Position

               

            	
               

              President,
                Chief Executive Officer and member of the Board of Directors

               

              Prior
                approval by Board needed to serve on boards of for-profit business
                corporations (no approval needed for non-profit, charitable and civic
                organizations)

               

            
	
               

              Start
                Date

               

            	
               

              July
                17, 2006

               

            
	
               

              Term
                

               

            	
               

              Initial
                three-year term with automatic one-year extensions commencing at
                expiration of original term unless notice is given by either party
                90 days
                prior to termination of current term

               

              Agreement
                expires in any event on five-year anniversary of start date

               

            
	
               

              Base
                Salary

               

            	
               

              $775,000
                (pro rated for partial years)

               

              Reviewed
                from time to time for increase (but not decrease) in accordance with
                the
                Company’s regular practices

               

            
	
               

              Annual
                Bonus

               

            	
               

              Eligible
                to receive an annual bonus (“Annual Bonus”) pursuant to the terms of the
                Company’s Annual Incentive Bonus Plan (“AIP”), with a target award equal
                to 80% of base salary, for full-year target of $620,000 (pro rated
                for
                2006; assuming 6/12ths
                =
                $310,000), with actual bonus amount to be determined by the Compensation
                Committee consistent with the terms of the AIP 

               

              Maximum
                Annual Bonus equal to 160% of base salary ($1,240,000) 

               

              Executive
                to receive at least 20% of each Annual Bonus in the form of Restricted
                Shares

               

              Executive
                may elect to receive up to 100% of each Annual Bonus in the form
                of
                Restricted Shares

               

              Restricted
                Shares granted in connection with the Annual Bonus will be based
                on a
                discounted purchase price ranging from 20% - 40% depending on restriction
                period of 2 to 4 years on the same terms as similarly situated
                executives

               

            
	
               

              Long-Term
                Incentive Opportunity

               

            	
               

              Long-Term
                Incentive (“LTI”) award will be on similar terms and conditions as are
                applicable to annual LTI awards granted to similarly situated executives
                of the Company under the Company Long Term Incentive Plan
                (“LTIP”)

               

              Fiscal
                2006:
                

               

              Restricted
                share units with a fair market value equal to $1 million 

               

              Restricted
                share units vest on January 31, 2008, subject solely to Executive’s
                continued employment with the Company through that date

               

              After
                Fiscal 2006:

               

              Awards
                with a target value equal to two times Executive’s base salary
                ($1,550,000)

               

            
	
               

              Inducement
                Option

               

            	
               

              Option
                to purchase 400,000 shares of Common Stock with a per share exercise
                price
                equal to the fair market value of the Common Stock on the grant
                date

               

              Option
                vests ratably on the first, second and third anniversaries of the
                grant
                date, subject to Executive’s continued employment with the Company through
                each of the vesting dates

               

            
	
               

              MSPR
                Shares/

              MSPR
                Option 

               

            	
               

              MSPR
                Shares:

               

              Executive
                may elect to pay up to $1 million to purchase shares of Restricted
                Common
                Stock for a per share purchase price equal to 80% of the Fair Market
                Value
                of the Common Stock on the purchase date 

               

              MSPR
                Shares vest on the three-year anniversary of the purchase date, subject
                to
                Executive’s continued employment with the Company through the three-year
                anniversary of the purchase date 

               

              MSPR
                Option:

               

              The
                Company will grant to Executive an option to purchase a number of
                shares
                of Common Stock equal to the number of MSPR Shares (subject to a
                cap of
                50,000 shares), with a per share exercise price equal to the fair
                market
                value of the Common Stock on the grant date

               

              Option
                vests on the three-year anniversary of the grant date, subject to
                Executive’s continued employment with the Company through the three-year
                anniversary of the grant date

               

            
	
               

              Additional
                Matters

               

            	
               

              ·  $200,000
                relocation allowance

               

              ·  Reimbursement
                for up to $15,000 in legal fees in connection with negotiation of
                the
                Agreement

               

              ·  Indemnification
                for liabilities resulting from Executive’s good faith performance of
                Executive’s duties

               

              ·  Participation
                in Company benefit plans on the same basis as similarly situated
                executives of the Company

               

            
	
               

              Severance

               

               

               

               

            	
               

              Involuntary
                Termination without Cause 

              or
                Voluntary Termination with Good Reason:
                

               

              Prior
                to a Change of Control:

               

              ·  1.5x
                base salary plus target bonus ($2,092,500 total) payable monthly
                in 18
                equal installments; provided
                that on a termination for Good Reason due to non-renewal of the Agreement
                by the Company, Executive is entitled to severance for the lesser
                of 18
                months following the termination date and the period until the fifth
                anniversary of the effective date 

               

              ·  No
                obligation to seek other employment during first nine months, but
                must use
                “reasonable efforts” to seek other employment during second nine months;
                if subsequent employment is obtained, cash severance reduced by the
                compensation received from the other employer

               

              ·  Continuation
                of health and welfare benefits during the eighteen-month payment
                period,
                subject to cessation if Executive is eligible for comparable benefits
                from
                a subsequent employer

               

              During
                the Two-Year Period Following (or prior to and in connection with)
                a
                Change of Control

               

              ·  Lump-sum
                payment equal to 2.5x base salary and target bonus ($3,487,500
                total)

               

              ·  Continuation
                of health and welfare benefits during the thirty-month period following
                termination, subject to cessation if eligible for comparable benefits
                from
                a subsequent employer

               

              ·  Vesting
                of all unvested 2006 restricted share units, MSPR Shares, the MSPR
                Option
                and the Inducement Option 

               

              ·  Protection
                covers the twenty-four month period following a Change in Control
                

               

              ·  Executive
                is entitled to a gross-up for excise tax on excess parachute payments,
                subject to a 15% “cut-back” (i.e.,
                change in control payments will be reduced below the 280G safe harbor
                if
                the total payments are less than 15% in excess of the 280G safe
                harbor)

               

              Death,
                Disability, Voluntary Termination Without 

              Good
                Reason, Termination for “Cause” or Retirement:
                

               

              ·  Accrued
                obligations but no severance benefits

               

            
	
               

              Miscellaneous

               

            	
               

              ·  Severance
                benefits are conditioned upon the execution of a general release
                of
                claims

               

              ·  Executive
                to maintain ownership of a minimum of 200,000 shares of Common Stock
                (unvested shares of Restricted Common Stock credited towards this
                requirement)

               

              ·  Definitions
                of “Change of Control” and “Cause” (for LTIP awards) are generally
                consistent with Border’s plans and agreements; solely for purposes of the
                severance benefits under the agreement (not LTIP awards) the definition
                of
                “Cause” is slightly more restrictive 

               

              ·  “Good
                Reason” (not relevant for LTIP awards) generally means: involuntary
                relocation from the Ann Arbor, Michigan area; failure of the Company
                to
                comply with the compensation provisions of the Agreement; a reduction
                in
                Executive’s duties or status as
                a result of a
                Change of Control;
                the Company’s non-renewal of the Agreement; or failure to have a successor
                assume the agreement

               

              ·  In
                general, Executive is subject to restrictive covenants relating to
                confidentiality (while employed and thereafter) and non-solicitation
                of
                employees and non-competition (during the term of the Agreement and
                during
                the two year period following termination of employment; provided
                that on a termination for Good Reason due to non-renewal of the Agreement
                by the Company, the non-compete will not extend beyond the fifth
                anniversary of the effective date) 

               

              ·  Governed
                by the laws of the State of Michigan