Compensation and Other Employee Benefits. As compensation for the Employee's services hereunder, the Company will:
(a) pay to the Employee an annual base salary (the "Base Salary"), subject to such withholdings or other deductions as may be required by applicable laws or regulations, equal to his base salary currently paid by the Company on the date of this Agreement, in accordance with the then current payroll policies of the Company; and
(b) afford the Employee the right to be eligible to participate in Company employee benefit plans available to all employees generally or, if applicable, to all officers generally, in a manner consistent with the participation of such other employees or, if applicable, officers, in accordance with the terms of such plans; provided, however, that the Company shall not be obligated to institute, maintain, or refrain from changing, amending, or discontinuing, any such employee benefit plans; and
(c) subject to the requirements of the business expense reimbursement policies and procedures of the Company as in effect from time to time, including without limitation, the requirement of written documentation of expenses, and subject to Section 19 of this Agreement, reimburse the Employee for the reasonable out-of-pocket expenses he incurs in the course of performing his duties hereunder; and
(d) provide the Employee with paid vacation in accordance with then current Company policy, and any unused vacation shall be subject to the terms of the Company’s then-current vacation policy, or if applicable, any vacation amount set forth in a written letter agreement between the Employee and the Company.
Compensation and Other Employee Benefits. As compensation for his services under the terms of this Agreement:
(a) the Executive shall be paid an annual salary of not less than $200,000, payable in accordance with the then current payroll policies of the Company. Such annual salary is herein referred to as the "Base Salary". The Base Salary shall be reviewed annually by the Board of Directors and shall be subject to increase in the sole discretion of the Board of Directors.
(b) subject to the right of the Company to amend or terminate any employee and/or group or executive benefit plan, the Executive shall be entitled to receive the following employee benefits:
(i) The Executive shall have the right to participate in all current or future employee and/or group benefit plans of the Company that are available to its salaried employees generally (including, without limitation, disability, accident, medical, life insurance, parking and hospitalization plans);
(ii) The Executive shall have the right to participate in all current executive benefit plans of the Company, including but not limited to the Company's Key Employee Incentive Bonus Plan and Home-Stake Oil & Gas Company Profit Sharing 401(k) Plan, all in accordance with the Company's regular practices with respect to its executive officers;
(iii) The Executive shall be entitled to reimbursement from the Company for reasonable out-of-pocket expenses incurred by him in the course of the performance of his duties hereunder;
(iv) In order to promote the interests of the Company, the Executive shall be entitled to reimbursement from the Company for all monthly dues incurred by him in connection with his membership in Southern Hills Country Club;
(v) The Executive shall have the right to participate in any Company oil, gas or mineral property acquisition in accordance with the Company's policy as it may exist from time to time regarding employee participation in such acquisitions;
(vi) The Executive shall be entitled to such vacation, holidays and other paid or unpaid leaves of absence as are consistent with the Company's normal policies or as are otherwise approved by the Board of Directors; and
(vii) The Executive shall be entitled to the use of an automobile with the costs thereof, including acquisition cost of up to $30,000, insurance, license tag and maintenance (excluding gas) to be borne by the Company. In the event the Executive's employment with the Company is terminated for any reason, he shall have the right to purchase the Company automobile...
Compensation and Other Employee Benefits. As compensation for his services under the terms of this Agreement:
(a) The Executive shall be paid an annual salary of not less than $120,000, payable in accordance with the then current payroll policies of the Company. Such annual salary is herein referred to as the "Base Salary." The Base Salary shall be reviewed annually by the Board and shall be subject to adjustment in the sole discretion of the Board based upon a review of the performance and accomplishments of the Executive.
(b) If the Company's earnings before deducting interest, taxes and depreciation during any full quarterly period (commencing with the first quarter of 1997) equal or exceed the greater of (i) $1,500,000, or (ii) five percent (5%) of the sum of the Company's stockholders' equity and long- term debt (averaged on a daily basis throughout such quarterly period), then the Executive shall be eligible to receive a quarterly bonus award of $12,500 (each, a "Quarterly Bonus"). Each earned Quarterly Bonus, if any, is payable within 15 business days after the Company's unaudited financial statements for such quarterly period become available.
(c) The Executive will be granted non-transferrable options to purchase 100,000 shares of common stock of the Company, par value $.01 per share (the "Common Stock"). The exercise price for the initial grant of options will be $10.00 per share of Common Stock. The options will be granted under an stock option and stock award plan (the "Stock Plan") proposed to be adopted by the Board in the near future, which plan will require that the Executive enter into an option agreement (the "Option Agreement). The Option Agreement will provide, among things, that the options, when granted, will vest in equal amounts on the first, second, third, fourth and fifth anniversary of grant, subject to continued employment by the Executive. The Option Agreement will restrict the transfer of shares of Common Stock issuable under the options. The Executive agrees to become a party to that certain Stockholders' and Voting Agreement, dated as of December 10, 1996, by and among the Company's stockholders and the Company (the "Stockholders' Agreement"), and the Common Stock issuable upon exercise of the options will be subject to the terms and conditions of the Stockholders' Agreement.
(d) The Executive will be granted 50,000 shares of Common Stock at the price of $5.00 per share, subject to the following terms and conditions (the "Restricted Stock"). The Restricted Stock wil...
Compensation and Other Employee Benefits. As compensation for his services under the terms of this Agreement:
(a) The Executive shall be paid an annual salary of not less than $110,000, payable in accordance with the then current payroll policies of the Company. Such annual salary is herein referred to as the "Base Salary." The Base Salary shall be reviewed annually by the Board and shall be subject to increase (but not decrease) in the sole discretion of the Board based upon a review of the performance and accomplishments of the Executive.
(b) In addition to annual Base Salary, the Executive shall be eligible to receive annual bonus awards (the "Annual Bonus") in cash upon the achievement by the Executive of performance goals or targets established by the Board. The Board shall establish these performance goals in advance of each fiscal year. In the event that the performance goals or targets established by the Board are satisfied by the Executive at least at the 85% level, the Executive shall be entitled to a bonus for such year equal to at least 50% of his Base Salary for such year, with the actual percentage subject to determination of the Board. In addition, the Executive shall have the opportunity to receive additional bonuses above the level of the Annual Bonus up to a maximum of 100% of Base Salary for such year based upon the Board's review of annual achievements of the Company's five-year financial plan and the determination by the Board, in its sole discretion, that such additional bonus awards are warranted. Bonuses in excess of that amount in respect of exceptional performance by the Executive as determined by the Board may be made in the sole discretion of the Board.
(c) The Executive will be granted non-transferrable options to purchase shares of common stock, par value $.01 per share (the "Common Stock"), of Hollywood Theater Holdings, Inc., the parent company of the Company ("Holdings"), in an initial amount equal to 1.5% of the fully diluted shares of Common Stock of Holdings as of the closing by the Company and Holdings of certain pending acquisitions, equity financings and debt financings. The exercise price for the initial grant of options will be $175 per share of Common Stock. The options will be granted under an option plan (the "Option Plan") proposed to be adopted by Holdings in the near future, which plan will require that the Executive enter into an option agreement (the "Option Agreement). The options, when granted, will vest in equal amounts on the first, second, thir...
Compensation and Other Employee Benefits. (a) As compensation for his services under the terms of this Agreement:
(i) the Executive shall be paid an annual salary of not less than $100,000, payable in accordance with the then current payroll policies of the Company. Such annual salary is referred to in this Agreement as the "Base Salary." The Compensation Committee of the Board of Directors (the "Committee") shall review the Base Salary at least annually, and the Base Salary shall be subject to increase (but not to decrease) at the sole discretion of the Committee or the Board.
Compensation and Other Employee Benefits. As compensation for his services under the terms of this Agreement:
(a) Subject to section 4(a) hereof, the Employee shall be paid an annual salary of $150,000, payable in accordance with the then-current payroll policies of the Corporation (such annual salary is herein referred to as the "BASE SALARY"); the Base Salary shall be subject to increase (but not decrease) at the discretion of the Corporation;
(b) subject to the right of the Corporation to amend or terminate any employee and/or group or senior executive benefit, bonus and/or stock option plan, the Employee shall be entitled to receive the following employee benefits:
(1) the Employee shall have the right to participate in such medical and dental plans as are adopted by the Corporation, as well as any or future employee and/or group benefit plans of the Corporation that are available to its exempt salaried employees generally (including, without limitation, disability, accident, medical, life insurance and hospitalization plans);
(2) the Employee shall have the right to participate, at levels determined by the board of directors (or the compensation committee thereof), in such executive benefit, bonus and/or stock option plans of the Corporation as shall be determined by the board of directors (or the compensation committee thereof); and
(3) the Employee shall be entitled to reimbursement from the Corporation for reasonable out-of-pocket expenses incurred by him in the course of the performance of his duties hereunder.
Compensation and Other Employee Benefits. As compensation for his services under the terms of this Agreement:
(a) The Employee shall be paid an annual salary of 5125,000 payable in accordance with the then-current payroll policies of the Company, but no less frequently than biweekly (such annual salary is herein referred to as the "Base Salary").
(b) The Employee shall be paid additional compensation (the "Additional Compensation") as follows:
(i) Upon the effective date of the WWMPC Merger, BVI shall award Employee with 150,000 shares of the publicly traded stock not subject to restrictions or vesting of any kind except for restrictions under SEC Rule 144 ("Rule 144 Stock"); BVI shall issue Employee a W-2 for such shares showing an estimated value of 20 cents per share subject to a 40% discount for lack of liquidity and lack of control, and Employee will make a Section 83(b) election consistent therewith;
(ii) Also within 30 days of the end of each fiscal quarter and within 60 days within the end of each fiscal year during the term of this Agreement, B V1 shall award Employee with shares of Rule 144 Stock on the following terms and conditions ("Stock Award Shares"):
(A) At Employee's option, exercised by written notice, Employee shall be entitled to receive $5,000 in either cash or the equivalent value in Rule 144 Stock (at the mean of the bid and offered price on the business day immediately following the end of the applicable fiscal year quarter) for each fiscal year quarter where "pre-tax net profit" (defined below) for such quarter, not subject to adjustment, exceed 7% ("Quarterly Bonus").
(B) In addition, if the Company does not exceed 9.9% pre-tax net profit for fiscal year end 2006, but does not show an operating loss, the Employee shall receive 50,000 shares of Rule 144 Stock ("2006 Annual Profit Bonus").
(C) In addition, if the Company does not exceed 9.9% pre-tax net profit for fiscal year end 2007, but does not show an operating loss, the Employee shall receive 50,000 shares of Rule 144 Stock ("2007 Annual Profit Bonus").
(D) In addition, if the Company exceeds 9.9% pre-tax net profit for the end of its 2006 fiscal year, at BVI's option, the Employee shall receive $75,000 in cash or shares of Rule 144 Stock equal to $75,000 (calculated as the average of the mean of the bid and offered price on the first four business days immediately following the end of the fiscal year) ("2006 Extra Profit Bonus").
(E) In addition, if the Company exceeds 9.9% pre-tax net profit for the end of its 2007...
Compensation and Other Employee Benefits. As compensation for the Employee's services hereunder during the Employment Term (as defined in Section 4), the Company will:
(a) during the Employment Term (as defined in Section 4), pay to the Employee an annual base salary (the "Base Salary"), subject to such withholdings or other deductions as may be required by applicable laws or regulations, of $173,100 in accordance with the then current payroll policies of the Company, which Base Salary will be subject to increase (but not decrease) at the discretion of the Board; and
(b) subject to the right of the Company to amend or terminate any employee benefit, compensation or welfare plan, (i) afford the Employee the right to participate in (A) such medical and dental plans as the Company makes available to its exempt salaried employees generally during the Employment Term and (B) any employee and/or group benefit plans that the Company makes available to its exempt salaried employees generally during the Employment Term (including, without limitation, disability, accident, medical, life insurance and hospitalization plans) and (ii) subject to the requirements of the business expense reimbursement policies and procedures of the Company as in effect from time to Dunn - Xirst Amended Employment Agreement 2 time, reimburse the Employee for the reasonable out-of-pocket expenses he incurs in the course of performing his duties hereunder.
Compensation and Other Employee Benefits. As compensation for the Employee's services hereunder, the Company will:
(a) pay to the Employee an annual base salary (the "Base Salary"), subject to such withholdings or other deductions as may be required by applicable laws or regulations, of One Hundred Twelve Thousand and No/100 Dollars ($112,000.00) in accordance with the then current payroll policies of the Company, which Base Salary will be subject to increase (but not decrease) at the discretion of the Company; and
(b) afford the Employee the right to participate in Company employee health and welfare benefit plans available to all employees generally, in a manner consistent with the participation of such other employees; and
(c) subject to the requirements of the business expense reimbursement policies and procedures of the Company as in effect from time to time, reimburse the Employee for the reasonable out-of-pocket expenses he incurs in the course of performing his duties hereunder; and
(d) provide employee with paid vacation in accordance with then-current Company policy.
Compensation and Other Employee Benefits. As compensation for the Employee’s services hereunder, the Company will:
(a) pay to the Employee an annual base salary (the “Base Salary”), subject to such withholdings or other deductions as may be required by applicable laws or regulations, of One Hundred Ten Thousand and No/100 Dollars ($110,000.00) effective February 1, 2009 (Employee’s prior salary to remain effective prior to that date) in accordance with the then current payroll policies of the Company, which Base Salary will be subject to increase (but not decrease) at the discretion of the Company; and
