Exhibit 10.1
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (this "Agreement"), entered into as of
September 30,
2008, and made effective as of October 6, 2008 (the "Appointment Date"), is by
and among, LIN TV Corp., a Delaware corporation ("Parent"), and LIN Television
Corporation, a Delaware corporation with its headquarters in Providence, Rhode
Island, and a wholly-owned subsidiary of the Parent (the "Company" and, together
with Parent, the "LIN Companies"), and Richard J. Schmaeling, an individual
whose current residence is 95 Harvard Circle, Princeton, New Jersey 08540 and
who anticipates relocating to the greater Providence, Rhode Island area (the
"Executive").
RECITALS:
WHEREAS, the board of directors of Parent (the "Board of Parent") and the board
of directors of the Company, respectively, appointed Executive to the offices of
Senior Vice President Chief Financial Officer of each of the LIN Companies,
which appointment shall become effective on the Appointment Date;
WHEREAS, each of Parent and the Company desire that the Company employ Executive
as Senior Vice President Chief Financial Officer of the Company, and Executive
desires to be employed by the Company in such position, in accordance with the
terms and subject to the conditions provided herein;
NOW, THEREFORE, in consideration of the foregoing and of the respective
covenants and agreements of the parties herein contained, the parties hereto,
intending to be legally bound hereby, agree as follows:
1.
EMPLOYMENT. THE COMPANY SHALL EMPLOY EXECUTIVE AND EXECUTIVE
HEREBY AGREES TO SERVE THE LIN COMPANIES ON THE TERMS AND CONDITIONS SET FORTH
HEREIN.
2.
SERVICE PERIOD. THE TERM OF THIS AGREEMENT AND EXECUTIVE'S
EMPLOYMENT HEREUNDER (THE "SERVICE PERIOD") SHALL BE DEEMED TO HAVE COMMENCED AS
OF THE APPOINTMENT DATE AND SHALL CONTINUE THEREAFTER UNTIL THE EFFECTIVE DATE
OF TERMINATION PURSUANT TO THE TERMS AND SUBJECT TO THE CONDITIONS OF THIS
AGREEMENT. FOR THE AVOIDANCE OF DOUBT, EXECUTIVE'S EMPLOYMENT WILL BE ON A
CONTINUOUS BASIS UNLESS EXECUTIVE'S EMPLOYMENT IS TERMINATED PURSUANT TO
SECTION 8 OF THIS AGREEMENT.
3.
POSITION AND DUTIES. DURING THE SERVICE PERIOD, EXECUTIVE SHALL
SERVE AS THE SENIOR VICE PRESIDENT CHIEF FINANCIAL OFFICER OF EACH OF THE LIN
COMPANIES, REPORTING TO THE PRESIDENT AND CEO OF EACH OF THE LIN COMPANIES AND,
SUBJECT TO THE LIN COMPANIES' RESPECTIVE CERTIFICATES OF INCORPORATION AND
BY-LAWS, SHALL HAVE SUCH AUTHORITY AND DUTIES AS MAY BE GRANTED OR ASSIGNED FROM
TIME TO TIME BY THE PRESIDENT AND CEO OF THE LIN COMPANIES, WHICH SUCH DUTIES
SHALL INITIALLY INCLUDE DIRECT REPORTS IN THE CONTROLLERSHIP, FINANCIAL PLANNING
AND BUDGETING, TAX, INFORMATION TECHNOLOGY AND HUMAN RESOURCES AREAS.
4.
ATTENTION AND EFFORT. EXECUTIVE COVENANTS AND AGREES, AT ALL
TIMES DURING THE SERVICE PERIOD, TO DEVOTE HIS FULL BUSINESS-TIME EFFORTS,
ENERGIES AND SKILLS TO HIS DUTIES AS
CONTEMPLATED BY SECTION 3 ABOVE, TO SERVE EACH OF THE LIN COMPANIES DILIGENTLY
AND TO THE BEST OF EXECUTIVE'S ABILITY AND AT ALL TIMES TO ACT IN COMPLIANCE
WITH THE RULES, REGULATIONS, POLICIES AND PROCEDURES OF THE LIN COMPANIES AS
SHALL BE IN EFFECT FROM TIME TO TIME. EXECUTIVE FURTHER COVENANTS AND AGREES
THAT