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EXHIBIT 10.56
EMPLOYMENT AGREEMENT
EMPLOYMENT AGREEMENT ("Agreement") as of March 2, 1998 between
GARGOYLES, INC., a Washington corporation with offices at 0000 Xxxxx 000xx
Xxxxxx, Xxxx, Xxxxxxxxxx 00000 ("Gargoyles") and XXXXXXXX XXXXX, an individual
with a principal residence at 000 00xx Xxxxxx, Xxx. 00X, Xxx Xxxx, Xxx Xxxx
00000 ("Xxxxxxxx").
WHEREAS, Xxxxxxxx and Gargoyles Acquisition Corporation II, a/k/a
Private Eye Sunglass Corporation ("GAC"), a wholly-owned subsidiary of Gargoyles
have terminated their prior Employment Agreement dated as of May 14, 1997
("PEA"), and have settled all disputes arising therefrom; but wish to enter into
this Agreement which, for convenience, may incorporate by reference certain
provisions of the PEA (substituting Gargoyles for GAC); in consideration of the
mutual covenants and conditions set forth herein, the parties agree as follows:
1. Employment Duties. Subject to the terms and conditions hereof,
Gargoyles hereby employs Xxxxxxxx to perform the following duties: Xxxxxxxx will
work full-time on product development for the preparation, with current
factories, of the Xxxxx Xxxxx Sun and Reader Lines and the Xxxxxxxxxx Xxxxx Sun
Line for introduction at the 1998 August Market Week (for shipment to stores
August through October, 1998). Xxxxxxxx will also assist in training a design
replacement in current product development systems for the foregoing. In the
performance of her duties, Xxxxxxxx shall be subject to the direct supervision
of Xx. Xxxxxxx X. Xxxxxx, Xx. ("Xxxxxxx") and shall not be obligated to report
to any other person.
2. Term; Termination. This Agreement commences as of March 2, 1998 and
will terminate on May 1, 1998, unless sooner terminated by either party by
written notice, which may be given at any time. The effective date of
termination by written notice shall be fifteen (15) days from the date of such
notice; except that, if Gargoyles fails to pay the salary due to Xxxxxxxx on
April 1, 1998, termination by written notice shall be effective on such date.
Termination by written notice may be for any reason and shall be without
liability of either party to the other (except for Patricia's refund obligations
as stated below).
3. Salary. Upon execution hereof, Gargoyles shall pay Xxxxxxxx in xxxxx
wages, subject to withholdings, the first monthly salary of $14,584. If no
notice of termination has been given, Gargoyles shall pay Xxxxxxxx on April 1,
1998 in gross wages, subject to withholdings, the second monthly salary of
$14,584. If notice of termination is given by Xxxxxxxx at any time after she has
received a salary payment, Xxxxxxxx will refund on a per diem basis any amounts
applicable to the period after the effective date of termination. If Gargoyles
gives notice that is effective within the period of April 1 through April 15,
1998, the second month salary payment shall be pro rated on a per diem basis for
the period from April 1, 1998 through the effective date of termination.
Notwithstanding anything herein to the contrary, in the event that Xxxxxxxx dies
or is disabled such that she is unable to perform her duties hereunder for the
balance of the term, neither she nor her legal representative shall be obligated
to make any refunds of salary, and any unearned amounts shall be deemed
nonrefundable severance benefits.
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4. Benefits, Etc.. The following Sections of the PEA are hereby
incorporated herein by reference: 5.1 ("Expenses"), 5.5 ("Company Benefits") and
5.6 ("Vacation; Sick Leave").
5. Noncompetition Restrictions. Notwithstanding anything that may be
construed herein to the contrary (or be deemed in any way to have survived the
termination of the PEA), Gargoyles hereby acknowledges and agrees that Xxxxxxxx
is subject to no restrictions on her rights to be employed or engaged by, or an
investor or participant of any kind in, or a provider of services of any kind
to, any person, entity or agency that offers or provides services or products
that compete in any way with any products or services of Gargoyles or any of its
subsidiaries, affiliates or licensees, after the effective date of termination
hereof.
6. Non-Disclosure Obligations. Subject to Section 5 hereof, Xxxxxxxx
acknowledges that her obligations under the PEA concerning confidential
information and inventions survive the termination of the PEA and remain in full
force and effect.
7. Support. Gargoyles agrees that Xx. Xxxxxx Xxxxxx and Xx. Xxxxxxx
Xxxxxx will work under Patricia's supervision during the term of this Agreement
(as well as under Richard's supervision) and neither Gargoyles nor any of its
subsidiaries or affiliates will terminate their employment during the term
hereof. Xx. Xxxxxx Xxxxxx and Xx. Xxxxxxx Xxxxxx are deemed intended third party
beneficiaries of this obligation.
8. Miscellaneous. The following sections of the PEA are incorporated
herein by reference: Sections 10 through 18.
EXECUTED as an instrument under seal as of the date first written above.
GARGOYLES, INC.
/S/ XXXXXXXX XXXXX By: /S/ XXX XXXXXXXXXXX
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Xxxxxxxx Xxxxx Xxx Xxxxxxxxxxx,
its Chief Executive Officer
