FORM OF
EMPLOYMENT AGREEMENT
This Employment Agreement made and entered into on this, the 1st day of May,
2001 by and between the World Roller Alliance, Inc., a Florida Corporation,
whose address is 000 X.X. 0xx Xxxxxx, Xxxxxxxxx Xxxxx, Xxxxxxx 00000,
(hereinafter referred to as the "Company") and Xxxxx Xxxxxxx, an individual
whose address is 0000 X Xxxxx Xxxxx, Xxxx Xxxxx, Xxxxxxx 00000, (hereinafter
referred to as "Xxxxxxx") concerning Xxxxxxx'x employment as Secretary/Treasurer
of the Company.
WITNESSETH:
1. EMPLOYMENT: The Company hereby agrees to employ Xxxxxxx in
the capacity stated above, and Xxxxxxx hereby accepts said employment pursuant
to the terms and conditions hereinafter set forth.
2. TERM: The term of this Agreement shall be for One (1) year
from the date first listed above or shall become effective upon adequate
capitalization of the Company. Upon each anniversary thereof, if not
otherwise terminated prior to said anniversary or in default, or otherwise
amended as provided for herein, the term and all provisions of this Agreement
shall be automatically extended in one (1) year increments unless the
Company or Xxxxxxx gives notice to the contrary.
3. COMPENSATION: The Company shall pay to Xxxxxxx as
compensation for any and all services rendered in any capacity a base
salary of TWELVE THOUSAND DOLLARS AND NO CENTS ($12,000.00) per annum, which
shall be payable in a manner consistent with pay periods to be established
by the Company for all executives. Said initial base annual salary may be
increased by the President and/or Board of Directors of the Company to
such extent, if any, as is deemed appropriate based on annual, semi-annual
or other non-scheduled review of Xxxxxxx'x performance. In addition to said
salary as described herein, the Company may from time to time, pay Xxxxxxx
additional bonuses, if any, as the Company President and/or Board of
Directors may determine to be warranted based upon Xxxxxxx'x performance.
4. EXPENSES: In addition to the compensation provided for
herein, the Company shall reimburse Xxxxxxx for, or absorb the ordinary,
necessary and reasonable business expenses incurred by Xxxxxxx in the
interest of and for the benefit of the Company. Any expense exceeding Two
Hundred Fifty Dollars and no cents ($250.00) which Xxxxxxx shall personally
pay for that qualifies for reimbursement by the Company, or any financial
commitment on behalf of the company that exceeds Two Hundred Fifty Dollars and
no cents ($250.00) shall be approved by the President of the Company or his
designee prior to such expense being incurred by Xxxxxxx or committed to on
behalf of the Company by Xxxxxxx when such expense expenditure approval is
reasonably available.
5. DUTIES AND AUTHORITY: Xxxxxxx shall, using his best judgment,
function as Secretary/Treasurer of the Company and shall oversee, coordinate
and be responsible for all financial aspects of the Company including but
not necessarily limited to all bookkeeping, expense/revenue postings,
preparations of any and all required governmental or internal reports, review
and monitoring of banking or other financial dealings for or on behalf of the
Company and other related duties normally associated with the position of
Secretary/Treasure of a corporation. Such duties shall be performed in a
manner consistent with the Generally Accepted Accounting Procedures and
within the laws and regulations of the State of Florida and all Federal laws
and regulations. Such duties as described may be amended as required and are
under the approval of the Company President and/or Board of Directors.
The Company President and/or Board of Directors retains and
in no way yields any of its duties, responsibilities or powers given by the
Company Charter or by-laws, including, but not limited to establishing
policies of the Company, overseeing the operations of the Company and any
capital expenditures on behalf of the Company.
6. WORKING FACILITIES: Xxxxxxx shall work primarily out of
and from his existing corporate office or offices, however, reasonable
office space at the Company location and services adequate for the
performance of his duties and obligations shall be made available to him on an
as-needed basis.
7. TERMINATION AGREEMENT: In addition to any other provisions of
this Agreement, this Agreement shall terminate upon the happening of any of the
following events:
(a) If Xxxxxxx decides to terminate his employment, he
may do so upon thirty (30) days written notice to the Company, by certified
mail, in which event he shall forfeit all remaining compensation and benefits
under this Agreement.
(b) Upon breach of any provision or covenant required to
be performed or observed, or any material act of fraud, moral turpitude, gross
negligence or willful misfeasance by Xxxxxxx, the Company may terminate this
Agreement by written notice to Xxxxxxx of said breach by certified mail. In the
event such termination is based on documented lack of performance, such notice
shall be given thirty (30) days prior to such termination. In the event such
termination is based on any material act of fraud, moral turpitude, gross
negligence or willful misfeasance, termination shall become effective upon
receipt of written notice by Xxxxxxx. In such event, Xxxxxxx shall forfeit all
remaining compensation and benefits under this Agreement.
(c) Whenever the Company and Xxxxxxx shall mutually agree
in writing to terminate this Agreement.
(d) The Company or it's operating division/subsidiary in
which Xxxxxxx functions shall cease operation.
8. CONFIDENTIALITY: Xxxxxxx agrees to treat as confidential any
and all information about the Company and/or its' operation including but not
limited to financial information, talent salaries or other compensation, or
information in any way related to the television production and operation or
live arena events of the Company.
9. APPLICABLE LAW: This Agreement shall be governed by and
construed pursuant to the laws of the State of Florida, where it was made and
executed.
10. NOTICES: Any notices required to be given hereunder pursuant
to the provisions of this Agreement shall be in writing and sent certified mail
to the parties at the addresses listed in the preamble of this document or any
amended addresses provided by or to the Company.
11. ARBITRATION: In the event any controversy or question arises
with respect to the interpretation of any term or provision of this Agreement or
in the event the party against whom or which a breach of this Agreement is
claimed believes, in good faith, that (a) no breach has occurred; or (b) that
the party claiming a breach of this Agreement has also breached the Agreement,
then prior to the institution of any legal proceedings, the matter or matters
shall be settled by arbitration before three (3) arbitrators, one of whom is
selected by each party and the third to be selected by the arbitrators selected
by Xxxxxxx and the Company. Said arbitration shall be conducted in accordance
with the rules of the American Arbitration Association and judgment upon the
award rendered by the arbitrators may be entered in any court having
jurisdiction thereof. The place of this arbitration shall be at the discretion
of the Company.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals
on the day and year first written above.
COMPANY: WORLD ROLLER ALLIANCE, INC.
By: /s/ Xxxxxxx X. Xxxxxxxx
Xxxxxxx X. Xxxxxxxx
President/Chief Executive Officer
XXXXXXX: By: /s/ Xxxxx Xxxxxxx
Xxxxx Xxxxxxx, Employee
WITNESS: ______________________________
______________________________
