Exhibit No. 8
American Sports History Incorporated
1998 Form 10-KSB
File No. 00-00000-00
AGREEMENT FOR EMPLOYMENT OF EXECUTIVE
Date:
I. PARTIES
American Sports History, Inc., hereinafter "Company",
and
___________________, hereinafter "Executive",
Hereby enter into this Agreement for Employment of
Executive, hereinafter "Agreement" on and as of the above
date.
II. EMPLOYMENT OF EXECUTIVE
Company hereby agrees to initially employ Executive as its
_________________________ and Executive hereby accepts such
employment in accordance with the terms of this Agreement
and the terms of employment applicable to other Executive
officers and regular employees of the Company. If the terms
of this Agreement and terms of employment applicable to
regular employees conflict, the terms of this Agreement
shall control.
This Agreement is effective upon ratification and approval
by the Company's Board of Directors.
III. EXECUTIVE DUTIES
Executive shall perform all of the duties typical of the
office held by the Executive as described in the bylaws of
the Company and such other duties or projects as may be
assigned by the Chief Executive Officer of the Company, if
any, or the Board of Directors of the Company.
The Company recognizes that the Executive has outside
interests and opportunities that can result in substantial
additional opportunities to the Company. As a result, the
Company acknowledges that the Executive needs to manage
those activities, but not to the detriment of the Company's
initiatives. The Executive will give time priority to the
Company's initiatives if and when a resource conflict
arises. If a possible problem develops, the Executive will
coordinate its resolves as soon as possible with the Chief
Executive Officer of the Company.
Executive shall perform all duties hereunder in a
professional, ethical, and business like manner.
IV. EXECUTIVE COMPENSATION
Executive will be paid as follows:
An initial annual base salary of $ 90,000. The initial
offering to the Executive is a combination of cash and stock
in the amount of $ xx,xxx and xx,xxx shares respectively.
The cash payment to the Executive is payable on the 1st day
of each quarter; the stock payment is made to the Executive
(or his assign) within the first quarter of employment.
This amount may be increased based on certain performance
milestones outlined in other corporate documents outlining
Executive remuneration. In all cases, changes in this
agreement can only be made by mutual consent of the
Executive and President/CEO and by approval of the Board of
Directors.
In addition, the Executive will be reimbursed for all
expenses related to the performance of his duties. These
expenses will include phone, express mail, personal car use,
parking, incidental entertainment, and other expenses that
arise out of the Executive's position and responsibilities.
The Executive is authorized to submit expenses up to a limit
of $ 1500 per month, provided that receipts for expenses for
over $ 25.00 are submitted on a quarterly basis. Expenses
that will increase the amount submitted in excess of $ 1500
for anyone specific month must be pre-approved prior to
expenses being incurred. This pre-approval must be granted
by the President/CEO of the Company. Approved will be
reimbursed to the Executive on a semi-annual basis.
Executives of American Sports History, Inc. will be eligible
for additional compensation above and beyond those specified
in this Executive Employee Agreement and may take the form
of cash, bonus, stocks, stock options, or any other forms,
to be determined by the Board of Directors.
It is the responsibility of the Executive to notify the
Company regarding the names and/or assigns that should be
used in the issuance of all stock, stock options.
V. EXECUTIVE BENEFITS
PERSONAL DAYS
The Company recognizes that Executive time off is crucial to
health, mind and productive energies. The Executive also
realizes that the responsibilities of the position do not
conform to a "normal" workday or work week. However, the
Company does want to insure that the Executive receives
adequate time for family and rest. The Company authorizes
the Executive to consider 48 days per year as personal days,
in addition to normal corporate holidays, provided that the
Executive uses prudent judgement when selecting days to use
as personal days based on work in progress and priorities.
TRAVEL
Refer to Company travel policy for specific restrictions on
fares, hotels, and daily allowances for expenses.
For travel and other business expenses that require airfare,
loading, car rental and other expenses, the Executive will
submit an expense reports according to the provisions of the
Company's Travel Expense policy. Among other provisions of
the policy, these travel expenses must be pre-approved prior
to incurring the expense. The Executive acknowledges that
expenses submitted that are not pre-approved may not be
reimbursed. These expenses are those incurred for specific
meetings, conventions, research and development, and other
functions related to Company business.
The Executive will incur travel expenses for Board Meetings,
shareholder meetings, and other official meetings of
American Sports History, Inc. related to business
opportunities. These expenses are automatically covered and
do not require pre-approval.
The Company recognizes that considerable travel may be
required and perhaps for extended periods of time. The
Company authorizes the payment of travel and reasonable
expenses for the Executive and immediate family members to
accompany the Executive on one business trip per year, with
a maximum reimbursable stay of 7 consecutive days. As
stated above, this expense must be pre-approved by corporate
management, and clearly is dependent on corporate funds
availability.
HEALTH AND LIFE INSURANCE
The Executive agrees to be responsible for life and health
insurance. This provision may change dependent on the
availability of a corporate group medical and hospital plan
for the Company and group life insurance for Executives at
no charge to Executives. Should this plan materialize, the
Executive has the option of selecting or not selecting to
participate.
VI. TERM OF EMPLOYMENT
The Initial Term of this Agreement shall commence on the
above date and shall continue in effect until June 15th,
2002. Thereafter, the Agreement shall be renewed upon the
mutual agreement of Executive and Company's Board of
Directors.
This Agreement may be terminated by Executive at Executive's
discretion by providing at least thirty (30) days prior
written notice to Company. In the event of termination by
Executive pursuant to this subsection, Company may
immediately relieve Executive of all duties and immediately
terminate this Agreement, provided that Company shall pay
Executive at the then applicable base salary rate to the
termination date included in Executive's original
termination notice.
This Agreement may be terminated without cause by the
Company at Company's discretion by providing at least one
hundred eighty (180) days prior written notice to the
Executive. In the event of termination by Company, the
Executive will immediately be relieved of all duties and
responsibilities provided that Company shall pay the
Executive at the then applicable base salary rate for one
hundred eighty (180) days after the effective date of
termination included in the Company's original termination
notice.
This Agreement may be terminated by Company with cause by
the Company should Executive performance be determined to be
unacceptable or incompatible with Company goals and
objectives. The process would include providing sixty (60)
days written notice to Executive outlining the performance
deficiencies in the Executive's performance. After sixty
(60) days, if Executive performance does not meet the
criteria or resolve the deficiencies outlined in the
previous notice, this agreement may be terminated by Company
by providing thirty (30) days prior written notice to the
Executive. Company may immediately relieve Executive of all
duties and immediately terminate this Agreement, provided
that Company shall pay Executive at the then applicable
salary rate to the termination date included in the thirty
(30) days notice.
Should this agreement not be renewed upon its termination,
the Company shall remunerate Executive in an amount
equivalent to three (3) months of the effective salary. All
performance and other compensations will become immediately
due and payable.
In all cases of termination of this Agreement by Company for
non-cause or non renewal of this agreement, the Executive
will receive any cash or stock bonuses due to Officers of
the Company based on the Officer compensation plan in effect
at the date of termination. In case of termination of this
Agreement by Executive or termination of this Agreement by
Company for cause, the Executive forfeits any participation
in cash and/or stock bonuses due to Officers of the Company
based on the Officer compensation plan in effect at the date
of termination.
Notices of termination to this agreement originating by the
Company must be approved by the Board of Directors, or if
originating from Executive, accepted by the Board of
Directors.
VII. NON COMPETE
In the event of termination from the Company for any reason,
the Executive agrees not to engage in any public or private
commercial venture that competes directly with the products
and/or services of the Company for a period of two (2)
years.
All materials, contacts, and business plans of the Company
are considered "Trade Secret" and Company proprietary and
confidential. As a consequence, the Executive will not
divulge Company information to competitors or potential
competitors of Company products, services, or strategies.
VIII. NOTICES
Any notice required by this Agreement or given in connection
with it, shall be in writing and shall be given to the
appropriate party by personal delivery or by certified mail:
If to the Company:
American Sports History, Inc.
Xx. Xxxxxxx (Xxxx) X. Xxxxx
President/CEO
00 Xxxxx Xxxxxx
Xxx Xxxxx, XX 00000
If to the Executive:
IX. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the
parties. This Agreement cannot be modified except in
writing signed by both parties.
X. APPLICABLE LAW
This Agreement shall be construed and enforced in accordance
with the laws of the State of New York.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the date first above written.
_____________________________ _______________
Date
_____________________________ _______________
American Sports History, Inc. Date
Xx. Xxxxxxx X. Xxxxx
President/CEO
