Compensation and Benefits During the Employment Term. (a) The Executive’s base compensation shall be at the rate of $10,000 per month, for the term of this Agreement, payable in regular semi-monthly installments in accordance with the Company’s practice for its executives. At the election of the Executive, his compensation may be payable in shares of the Company’s restricted common stock or such other form as may be appropriate, or at the election of the Executive pursuant to an exemption from registration under the Securities Act of 1933, as amended (the “Act”). Cash compensation shall be less applicable withholding for income and employment taxes as required by law and other deductions as to which the Executive shall agree. Such base compensation shall be subject to increases as and when determined by the Company’s board of directors at its sole discretion. Any unpaid balance during the year shall be adjusted and paid on or before each fiscal year end. (b) In addition to the Executive’s base compensation, Executive will be entitled to a bonus as determined by the Company’s board of directors from time to time. Further, the Executive shall be entitled to a special bonus in the event that lenders or investment bankers working with the Company require the personal guarantee of the Executive. In the event of a change in control of the Company, resulting in Executive ceasing to serve as the Company’s Chief Executive Officer, President and Chairman, Executive shall be entitled to receive and the Company shall pay to Executive within ninety (90) days of the change in control a sum equal to five (5) years of the base salary then payable to Executive under this Employment Agreement, and issue to Executive the shares underlying the common stock purchase warrants provided in 4(d) below, based upon and adjusted exercise price equal to par value of the shares at the date of the change in control and $1,000,000 cash. The Company shall provide and pay premiums on life insurance policy on the Executive (up to $3,000,000 in coverage), with the beneficiary designated by the Executive. (c) The Executive shall be entitled to reimbursement of all reasonable, ordinary and necessary business related expenses incurred by him in the course of his duties and upon compliance with the Company’s procedures. (d) In addition to the Executive’s base compensation, the Executive shall receive $10,000 per month in restricted shares of common stock per month at the Company’s option, commencing on January 1, 2008 and on each consecutive month thereafter during the term of this Employment Agreement, which number of shares shall be subject to upward adjustment as determined by the board of directors. (e) In consideration for Executive agreeing to enter into an amended and restated employment agreement and Executive agreeing to personally guaranty the following loans of the Company (1) a $1,450,000 loan to Northeastern Plastics (“NPI”) at Icon Bank; (2) a $3,000,000 loan to Delta Seaboard at Trustmark National Bank; (3) a $1,850,000 loan to the Company, Xxx Xxxxxxx and Xxx Xxxxxxxx at Texas Community Bank (which has since been repaid); and (4) a $3,250,000 loan to NPI at Trustmark National Bank; from time to time, which the Company agrees it has received and continues to receive significant value in connection therewith, the Company agrees to issue the Executive 1,000 shares of Series A Preferred Stock, in the form of the Amended and Restated Certificate of Designation of the Company’s Series A Preferred Stock, attached hereto as Exhibit A.
Appears in 1 contract
Samples: Employment Agreement (American International Industries Inc)
Compensation and Benefits During the Employment Term. (a) The Executive’s base compensation shall be at the rate of $10,000 per month, for the term of this Agreement, payable in regular semi-monthly installments in accordance with the Company’s practice for its executives. At the election of the Executive, his compensation may be payable in shares of the Company’s restricted common stock stock, registered on Form S-8 under the Securities Act of 1933 or such other form as may be appropriate, or at the election of the Executive pursuant to an exemption from registration under the Securities Act of 1933, as amended (the “Act”). Cash compensation shall be less applicable withholding for income and employment taxes as required by law and other deductions as to which the Executive shall agree. Such base compensation shall be subject to increases as and when determined by the Company’s board of directors at its sole discretion. Any unpaid balance during the year shall be adjusted and paid on or before each fiscal year end.
(b) . - In addition to the Executive’s base compensation, Executive will be entitled to a bonus as determined by the Company’s board of directors from time to time. FurtherIn addition, the Executive shall be entitled to a special bonus in the event that lenders or investment bankers working with the Company require the personal guarantee of the Executive. In the event of a change in control of the Company, resulting in Executive ceasing to serve as the Company’s Chief Executive Officer, President and Chairman, Executive shall be entitled to receive and the Company shall pay to Executive within ninety (90) days of the change in control a sum equal to five (5) years of the base salary then payable to Executive under this Employment Agreement, and issue to Executive the shares underlying the common stock purchase warrants provided in 4(d) below, based upon and adjusted exercise price equal to par value of the shares at the date of the change in control and $1,000,000 cashcontrol. The Company shall provide and pay premiums on life insurance policy on the Executive (up to $3,000,000 in coverage), with the beneficiary designated by the Executive.
(c) - The Executive shall be entitled to reimbursement of all reasonable, ordinary and necessary business related expenses incurred by him in the course of his duties and upon compliance with the Company’s procedures.
(d) In addition to the Executive’s base compensation, the . - The Executive shall receive be granted common stock purchase warrants, exercisable on a cashless basis, for 144,000 shares per annum commencing on March 30, 2007 and on each consecutive Xxxxx 00 xx for a period of five (5) years, based upon an exercise price of $10,000 7.00 per month share. The warrants will provide for an expiration date two (2) years following each annual grant, as set forth in restricted the warrant agreement that will be attached to this employment agreement. - The Company hereby ratifies the grant to Executive of common stock purchase options to purchase 50,000 shares of common stock per month at the Company’s option, commencing on January 1, 2008 and on each consecutive month thereafter during the term of this Employment Agreementheretofore granted to Executive, which number are exercisable through September 30, 2005 at a price of shares shall be subject to upward adjustment as determined by the board of directors$1.50 per share and are exercisable on a cashless basis.
(e) In consideration for Executive agreeing to enter into an amended and restated employment agreement and Executive agreeing to personally guaranty the following loans of the Company (1) a $1,450,000 loan to Northeastern Plastics (“NPI”) at Icon Bank; (2) a $3,000,000 loan to Delta Seaboard at Trustmark National Bank; (3) a $1,850,000 loan to the Company, Xxx Xxxxxxx and Xxx Xxxxxxxx at Texas Community Bank (which has since been repaid); and (4) a $3,250,000 loan to NPI at Trustmark National Bank; from time to time, which the Company agrees it has received and continues to receive significant value in connection therewith, the Company agrees to issue the Executive 1,000 shares of Series A Preferred Stock, in the form of the Amended and Restated Certificate of Designation of the Company’s Series A Preferred Stock, attached hereto as Exhibit A.
Appears in 1 contract
Samples: Employment Agreement (American International Industries Inc)
Compensation and Benefits During the Employment Term. (a) The Executive’s 's base compensation shall be at the rate of $10,000 ________ per month, for the term of this Agreement, payable in regular semi-monthly installments in accordance with the Company’s practice for its executivesinstallments. At the election of the Executive, his compensation may be payable in shares of the Company’s restricted 's common stock stock, registered on Form S-8 under the Securities Act of 1933 or such other form as may be appropriate, or at the election of the Executive pursuant to an exemption from registration under the Securities Act of 1933, as amended (the “Act”). Cash compensation shall be less applicable withholding for income and employment taxes as required by law and other deductions as to which the Executive shall agree. Such base compensation shall be subject to increases as and when determined by the Company’s 's board of directors at its sole discretion. Any unpaid balance during the year shall be adjusted and paid on or before each fiscal year end.
(b) In addition to the Executive’s 's base compensation, Executive will be entitled to a bonus as determined by the Company’s 's board of directors from time to time. Further, the Executive shall be entitled to a special bonus in the event that lenders or investment bankers working with the Company require the personal guarantee of the Executive. In the event of a change in control of the Company, resulting in Executive ceasing to serve as the Company’s Chief Executive Officer, President 's chief executive officer and Chairmanchief operating officer, Executive shall be entitled to receive and the Company shall pay to Executive within ninety (90) days of the change in control a sum equal to five three (53) years of the base salary then payable to Executive under this Employment Agreement, and issue to Executive the shares underlying the common stock purchase warrants provided in 4(d) below, based upon and adjusted exercise price equal to par value of the shares at the date of the change in control and $1,000,000 cash. The Company shall provide and pay premiums on life insurance policy on the Executive (up to $3,000,000 in coverage), with the beneficiary designated by the Executivecontrol.
(c) The Executive shall be entitled to reimbursement of all reasonable, ordinary and necessary business related expenses incurred by him in the course of his duties and upon compliance with the Company’s 's procedures.
(d) In addition to the Executive’s base compensation, the The Executive shall receive $10,000 per month in restricted shares of be granted common stock purchase warrants, exercisable on a cashless basis, for 500,000 shares per month at the Company’s option, annum commencing on January February 1, 2008 2012 and on each consecutive month thereafter during February 1st for a period of five (5) years, based upon an exercise price equal to the term lower of: (i) the par value of the shares of common stock; or (ii) $.03 per share. The warrants will provide for an expiration date two (2) years following each annual grant, as set forth in the warrant agreement that will be attached to this Employment Agreement, which number of shares shall be subject to upward adjustment as determined by the board of directorsemployment agreement.
(e) In consideration addition to the Executive's base compensation, and as an inducement for Executive agreeing to enter entering into this Employment Agreement for a term of five (5) years on a full-time basis, the Executive shall be issued an amended and restated employment agreement and Executive agreeing to personally guaranty the following loans aggregate of 5,500,000 restricted shares of the Company Company's common stock (1"Executive Shares"), subject to the following: (i) a $1,450,000 loan Executive shall have voting rights with respect to Northeastern Plastics the Executive Shares from the date of issuance throughout the Employment Term, except that for the purposes of Executive's right (“NPI”the "Right") to sell, transfer or assign the Executive Shares, such Right shall vest at Icon Bankthe rate of 1,000,000 Executive Shares per year during the Employment Term; (2ii) a $3,000,000 loan Executive's right to Delta Seaboard at Trustmark National Banksell, transfer or assign Executive Shares shall be subject to the restrictions of Rule 144 promulgated by the Securities and Exchange Commission ("SEC") under the Securities Act of 1933, as amended (the "Act"); (3iii) a $1,850,000 loan in the event that Executive shall elect, for any reason, to terminate his employment with the Company during the Employment Term, all rights of Executive to the CompanyExecutive Shares shall immediately cease, Xxx Xxxxxxx and Xxx Xxxxxxxx at Texas Community Bank (which has since been repaid)including voting rights, rights to sell, transfer or assign the Executive Shares; and (4iv) a $3,250,000 loan Executive consents pursuant to NPI at Trustmark National Bank; from time this Employment Agreement to time, which the Company agrees it has received and continues to receive significant value in connection therewith, the Company agrees to issue the Executive 1,000 shares of Series A Preferred Stock, in the form of the Amended and Restated Certificate of Designation of cancelation by the Company’s Series A Preferred Stock, attached hereto as Exhibit A.'s transfer agent of any remaining Employment Shares without any further action or approval of Executive.
Appears in 1 contract
Compensation and Benefits During the Employment Term. (a) a. The Executive’s 's base compensation shall be at the rate of $10,000 per month, for the term of this Agreement, payable in regular semi-monthly installments in accordance with the Company’s 's practice for its executives. At the election of the Executive, his compensation may be payable in shares of the Company’s restricted 's common stock stock, registered on Form S-8 under the Securities Act of 1933 or such other form as may be appropriate, or at the election of the Executive pursuant to an exemption from registration under the Securities Act of 1933, as amended (the “Act”). Cash compensation shall be less applicable withholding for income and employment taxes as required by law and other deductions as to which the Executive shall agree. Such base compensation shall be subject to increases as and when determined by the Company’s 's board of directors at its sole discretion. Any unpaid balance during the year shall be adjusted and paid on or before each fiscal year end.
(b) b. In addition to the Executive’s 's base compensation, Executive will be entitled to a bonus as determined by the Company’s 's board of directors from time to time. FurtherIn addition, the Executive shall be entitled to a special bonus in the event that lenders or investment bankers working with the Company require the personal guarantee of the Executive. In the event of a change in control of the Company, resulting in Executive ceasing to serve as the Company’s 's Chief Executive Officer, President and Chairman, Executive shall be entitled to receive and the Company shall pay to Executive within ninety (90) days of the change in control a sum equal to five (5) years of the base salary then payable to Executive under this Employment Agreement, and issue to Executive the shares underlying the common stock purchase warrants provided in 4(d) below, based upon and adjusted exercise price equal to par value of the shares at the date of the change in control and $1,000,000 cash. The Company shall provide and pay premiums on life insurance policy on the Executive (up to $3,000,000 in coverage), with the beneficiary designated by the Executivecontrol.
(c) c. The Executive shall be entitled to reimbursement of all reasonable, ordinary and necessary business related expenses incurred by him in the course of his duties and upon compliance with the Company’s 's procedures.
(d) In addition to the Executive’s base compensationd. The Executive shall be granted common stock purchase warrants, exercisable on a cashless basis, for 100,000 shares per annum commencing on September 30, 2004 and on each consecutive September 30, based upon an exercise price of $6.55 per share, the closing price of the Company's shares on September 8, 2004, the date that this Employment Agreement was agreed to by the parties.
e. The Company hereby ratifies the grant to Executive shall receive $10,000 per month in restricted of common stock purchase options to purchase 50,000 shares of common stock per month at heretofore granted to Executive, as disclosed in the Company’s option, commencing on January 1, 2008 and on each consecutive month thereafter during 's public filings with the term of this Employment AgreementSEC, which number options are exercisable through September 30, 2005 at a price of shares shall be subject to upward adjustment as determined by the board of directors$1.50 per share and are exercisable on a cashless basis.
(e) In consideration for Executive agreeing to enter into an amended and restated employment agreement and Executive agreeing to personally guaranty the following loans of the Company (1) a $1,450,000 loan to Northeastern Plastics (“NPI”) at Icon Bank; (2) a $3,000,000 loan to Delta Seaboard at Trustmark National Bank; (3) a $1,850,000 loan to the Company, Xxx Xxxxxxx and Xxx Xxxxxxxx at Texas Community Bank (which has since been repaid); and (4) a $3,250,000 loan to NPI at Trustmark National Bank; from time to time, which the Company agrees it has received and continues to receive significant value in connection therewith, the Company agrees to issue the Executive 1,000 shares of Series A Preferred Stock, in the form of the Amended and Restated Certificate of Designation of the Company’s Series A Preferred Stock, attached hereto as Exhibit A.
Appears in 1 contract
Samples: Employment Agreement (American International Industries Inc)
Compensation and Benefits During the Employment Term. (a) The Executive’s base compensation shall be at the rate of $10,000 per month, for the term of this Agreement, payable in regular semi-monthly installments in accordance with the Company’s practice for its executives. At the election of the Executive, his compensation may be payable in shares of the Company’s restricted common stock stock, registered on Form S-8 under the Securities Act of 1933 or such other form as may be appropriate, or at the election of the Executive pursuant to an exemption from registration under the Securities Act of 1933, as amended (the “Act”). Cash compensation shall be less applicable withholding for income and employment taxes as required by law and other deductions as to which the Executive shall agree. Such base compensation shall be subject to increases as and when determined by the Company’s board of directors at its sole discretion. Any unpaid balance during the year shall be adjusted and paid on or before each fiscal year end.
(b) . - In addition to the Executive’s base compensation, Executive will be entitled to a bonus as determined by the Company’s board of directors from time to time. FurtherIn addition, the Executive shall be entitled to a special bonus in the event that lenders or investment bankers working with the Company require the personal guarantee of the Executive. In the event of a change in control of the Company, resulting in Executive ceasing to serve as the Company’s Chief Executive Officer, President and Chairman, Executive shall be entitled to receive and the Company shall pay to Executive within ninety (90) days of the change in control a sum equal to five (5) years of the base salary then payable to Executive under this Employment Agreement, and issue to Executive the shares underlying the common stock purchase warrants provided in 4(d) below, based upon and adjusted exercise price equal to par value of the shares at the date of the change in control and $1,000,000 cashcontrol. The Company shall provide and pay premiums on life insurance policy on the Executive (up to $3,000,000 in coverage), with the beneficiary designated by the Executive.
(c) - The Executive shall be entitled to reimbursement of all reasonable, ordinary and necessary business related expenses incurred by him in the course of his duties and upon compliance with the Company’s procedures.
(d) In addition to the Executive’s base compensation, the . - The Executive shall receive be granted common stock purchase warrants, exercisable on a cashless basis, for 144,000 shares per annum commencing on March 30, 2007 and on each consecutive March 30th for a period of five (5) years, based upon an exercise price of $10,000 7.00 per month share. The warrants will provide for an expiration date two (2) years following each annual grant, as set forth in restricted the warrant agreement that will be attached to this employment agreement. - The Company hereby ratifies the grant to Executive of common stock purchase options to purchase 50,000 shares of common stock per month at the Company’s option, commencing on January 1, 2008 and on each consecutive month thereafter during the term of this Employment Agreementheretofore granted to Executive, which number are exercisable through September 30, 2005 at a price of shares shall be subject to upward adjustment as determined by the board of directors$1.50 per share and are exercisable on a cashless basis.
(e) In consideration for Executive agreeing to enter into an amended and restated employment agreement and Executive agreeing to personally guaranty the following loans of the Company (1) a $1,450,000 loan to Northeastern Plastics (“NPI”) at Icon Bank; (2) a $3,000,000 loan to Delta Seaboard at Trustmark National Bank; (3) a $1,850,000 loan to the Company, Xxx Xxxxxxx and Xxx Xxxxxxxx at Texas Community Bank (which has since been repaid); and (4) a $3,250,000 loan to NPI at Trustmark National Bank; from time to time, which the Company agrees it has received and continues to receive significant value in connection therewith, the Company agrees to issue the Executive 1,000 shares of Series A Preferred Stock, in the form of the Amended and Restated Certificate of Designation of the Company’s Series A Preferred Stock, attached hereto as Exhibit A.
Appears in 1 contract
Samples: Employment Agreement (American International Industries Inc)
Compensation and Benefits During the Employment Term. (a) The Executive’s 's base compensation shall be at the rate of $10,000 ________ per month, for the term of this Agreement, payable in regular semi-monthly installments in accordance with the Company’s practice for its executivesinstallments. At the election of the Executive, his compensation may be payable in shares of the Company’s restricted 's common stock stock, registered on Form S-8 under the Securities Act of 1933 or such other form as may be appropriate, or at the election of the Executive pursuant to an exemption from registration under the Securities Act of 1933, as amended (the “Act”). Cash compensation shall be less applicable withholding for income and employment taxes as required by law and other deductions as to which the Executive shall agree. Such base compensation shall be subject to increases as and when determined by the Company’s 's board of directors at its sole discretion. Any unpaid balance during the year shall be adjusted and paid on or before each fiscal year end.
(b) In addition to the Executive’s 's base compensation, Executive will be entitled to a bonus as determined by the Company’s 's board of directors from time to time. Further, the Executive shall be entitled to a special bonus in the event that lenders or investment bankers working with the Company require the personal guarantee of the Executive. In the event of a change in control of the Company, resulting in Executive ceasing to serve as the Company’s Chief Executive Officer, President 's chief executive officer and Chairmanchief operating officer, Executive shall be entitled to receive and the Company shall pay to Executive within ninety (90) days of the change in control a sum equal to five three (53) years of the base salary then payable to Executive under this Employment Agreement, and issue to Executive the shares underlying the common stock purchase warrants provided in 4(d) below, based upon and adjusted exercise price equal to par value of the shares at the date of the change in control and $1,000,000 cash. The Company shall provide and pay premiums on life insurance policy on the Executive (up to $3,000,000 in coverage), with the beneficiary designated by the Executivecontrol.
(c) The Executive shall be entitled to reimbursement of all reasonable, ordinary and necessary business related expenses incurred by him in the course of his duties and upon compliance with the Company’s 's procedures.
(d) In addition to the Executive’s base compensation, the The Executive shall receive $10,000 per month in restricted shares of be granted common stock purchase warrants, exercisable on a cashless basis, for 400,000 shares per month at the Company’s option, annum commencing on January February 1, 2008 2012 and on each consecutive month thereafter during February 1st for a period of five (5) years, based upon an exercise price equal to the term lower of: (i) the par value of the shares of common stock; or (ii) $.03 per share. The warrants will provide for an expiration date two (2) years following each annual grant, as set forth in the warrant agreement that will be attached to this Employment Agreement, which number of shares shall be subject to upward adjustment as determined by the board of directorsemployment agreement.
(e) In consideration addition to the Executive's base compensation, and as an inducement for Executive agreeing to enter entering into this Employment Agreement for a term of five (5) years on a full-time basis, the Executive shall be issued an amended and restated employment agreement and Executive agreeing to personally guaranty the following loans aggregate of 5,500,000 restricted shares of the Company Company's common stock (1"Executive Shares"), subject to the following: (i) a $1,450,000 loan Executive shall have voting rights with respect to Northeastern Plastics the Executive Shares from the date of issuance, except that for the purposes of Executive's right (“NPI”the "Right") to sell, transfer or assign the Executive Shares, such Right shall vest at Icon Bankthe rate of 1,000,000 Executive Shares per year during the Employment Term; (2ii) a $3,000,000 loan Executive's right to Delta Seaboard at Trustmark National Banksell, transfer or assign Executive Shares shall be subject to the restrictions of Rule 144 promulgated by the Securities and Exchange Commission ("SEC") under the Securities Act of 1933, as amended (the "Act"); (3iii) a $1,850,000 loan in the event that Executive shall elect, for any reason, to terminate his employment with the Company during the Employment Term, all rights of Executive to the CompanyExecutive Shares shall immediately cease, Xxx Xxxxxxx and Xxx Xxxxxxxx at Texas Community Bank (which has since been repaid)including voting rights, rights to sell, transfer or assign the Executive Shares; and (4iv) a $3,250,000 loan Executive consents pursuant to NPI at Trustmark National Bank; from time this Employment Agreement to time, which the Company agrees it has received and continues to receive significant value in connection therewith, the Company agrees to issue the Executive 1,000 shares of Series A Preferred Stock, in the form of the Amended and Restated Certificate of Designation of cancelation by the Company’s Series A Preferred Stock, attached hereto as Exhibit A.'s transfer agent of any remaining Employment Shares without any further action or approval of Executive.
Appears in 1 contract