EXECUTIVE EMPLOYMENT AGREEMENT
This
Executive Employment Agreement (“Agreement”) is made and effective this May 30,
2007, by and between DGSE Companies, Inc (“Company”) and Xxxx Xxxxxx
(“Executive”).
NOW,
THEREFORE, the parties hereto agree as follows:
1.
Employment.
Company
hereby agrees to initially employ Executive as its Chief Financial Officer
and
Executive hereby accepts such employment in accordance with the terms of this
Agreement and the terms of employment applicable to regular employees of
Company. In the event of any conflict or ambiguity between the terms of this
Agreement and terms of employment applicable to regular employees, the terms
of
this Agreement shall control. Election or appointment of Executive to another
office or position, regardless of whether such office or position is inferior
to
Executive’s initial office or position, shall not be a breach of this
Agreement.
2.
Duties
of Executive.
The
duties of Executive shall include the performance of all of the duties typical
of the office held by Executive as described in the bylaws of the Company and
such other duties and projects as may be assigned by a superior officer of
the
Company, if any, or the board of directors of the Company. Executive shall
devote his entire productive time, ability and attention to the business of
the
Company and shall perform all duties in a professional, ethical and businesslike
manner. Executive will not, during the term of this Agreement, directly or
indirectly engage in any other business, either as an employee, employer,
consultant, principal, officer, director, advisor, or in any other capacity,
either with or without compensation, without the prior written consent of
Company.
3.
Compensation.
Executive
will be paid compensation during this Agreement as follows:
A
base
salary of $175,000 per year, payable in instalments according to the Company’s
regular payroll schedule. The base salary shall be adjusted at the end of each
year of employment at the discretion of the board of directors.
4.
Benefits.
A.
Holidays.
Executive will be entitled to at least an appropriate number of days as
permitted in the company’s employment manual paid holidays each calendar year
and an appropriate number of days a permitted in the company’s employment manual
personal days. Company will notify Executive on or about the beginning of each
calendar year with respect to the holiday schedule for the coming year. Personal
holidays, if any, will be scheduled in advance subject to requirements of
Company. Such holidays must be taken during the calendar year and cannot be
carried forward into the next year. Executive is not entitled to any personal
holidays during the first six months of employment.
B.
Vacation.
Following
the first six months of employment, Executive shall be entitled to 10 paid
vacation days each year.
C.
Sick
Leave.
Executive shall be entitled to sick leave and emergency leave according to
the
regular policies and procedures of Company. Additional sick leave or emergency
leave over and above paid leave provided by the Company, if any, shall be unpaid
and shall be granted at the discretion of the board of directors.
D.
Medical
and Group Life Insurance.
Company
agrees to include Executive in the group medical and hospital plan of Company
and provide group life insurance for Executive pursuant to the companies
policies during this Agreement. Executive shall be responsible for payment
of
any federal or state income tax imposed upon these benefits.
E.
Pension
and Profit Sharing Plans.
Executive shall be entitled to participate in any pension or profit sharing
plan
or other type of plan adopted by Company for the benefit of its officers and/or
regular employees.
F.
Expense
Reimbursement.
Executive shall be entitled to reimbursement for all reasonable expenses,
including travel and entertainment, incurred by Executive in the performance
of
Executive’s duties. Executive will maintain records and written receipts as
required by the Company policy and reasonably requested by the board of
directors to substantiate such expenses.
G.
Bonus. Executive shall be entitled to receive such bonuses as may be
determined by the company’s Board of Director .
5.
Term
and Termination.
A.
The
Initial Term of this Agreement shall commence on the date hereof and it shall
continue in effect for a period of two (2) years . Thereafter, the Agreement
shall be renewed upon the mutual agreement of Executive and Company. This
Agreement and Executive’s employment may be terminated at Company’s discretion
during the Initial Term, provided that Company shall pay to Executive an amount
equal to payment at Executive’s base salary rate for the remaining period of
Initial Term, plus an amount equal to Fifty percent (50%) of Executive’s base
salary. In the event of such termination, Executive shall not be entitled to
any
incentive salary payment or any other compensation then in effect, prorated
or
otherwise.
B.
This
Agreement and Executive’s employment may be terminated by Company at its
discretion at any time after the Initial Term, provided that in such case,
Executive shall be paid Twenty-five percent (25%) of Executive’s then applicable
base salary. In the event of such a discretionary termination, Executive shall
not be entitled to receive any incentive salary payment or any other
compensation then in effect, prorated or otherwise.
C.
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.
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D.
In the
event that Executive is in breach of any material obligation owed Company in
this Agreement, habitually neglects the duties to be performed under this
Agreement, engages in any conduct which is dishonest, damages the reputation
or
standing of the Company, or is convicted of any criminal act or engages in
any
act of moral turpitude, then Company may terminate this Agreement upon five
(5)
days notice to Executive. In event of termination of the agreement pursuant
to
this subsection, Executive shall be paid only at the then applicable base salary
rate up to and including the date of termination. Executive shall not be paid
any incentive salary payments or other compensation, prorated or
otherwise.
E.
In the
event Company is acquired, or is the non-surviving party in a merger, or sells
all or substantially all of its assets, this Agreement shall not be terminated
and Company agrees to use its best efforts to ensure that the transferee or
surviving company is bound by the provisions of this Agreement.
6.
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, postage prepaid, or recognized overnight delivery services;
If
to
Company:
DGSE
Companies, Inc
0000
Xxxxxx Xxxx
Xxxxxx,
Xxxxx 00000
Attention:
President
If
to
Executive:
Xxxx
Xxxxxx
[Omitted]
7.
Final
Agreement.
This
Agreement terminates and supersedes all prior understandings or agreements
on
the subject matter hereof. This Agreement may be modified only by a further
writing that is duly executed by both parties.
8.
Governing
Law.
This
Agreement shall be construed and enforced in accordance with the laws of the
state of Texas.
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9.
Headings.
Headings
used in this Agreement are provided for convenience only and shall not be used
to construe meaning or intent.
10.
No
Assignment.
Neither
this Agreement nor any or interest in this Agreement may be assigned by
Executive without the prior express written approval of Company, which may
be
withheld by Company at Company’s absolute discretion.
11.
Severability.
If
any
term of this Agreement is held by a court of competent jurisdiction to be
invalid or unenforceable, then this Agreement, including all of the remaining
terms, will remain in full force and effect as if such invalid or unenforceable
term had never been included.
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IN
WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date
first above written.
|
DGSE
Companies,
Inc
|
|||
| By: ________________________________ | ________________________________ | ||
|
Xx.
X.X. Xxxxx
|
Xxxx Xxxxxx | ||
|
Chairman
& Chief Executive Officer
|
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