Employment Agreement-Champion
Employment
Agreement-Champion
Employment
Agreement, made as of January 1, 2010, by and between, Gill Champion, an
individual with an address at 000 Xxxxx Xxxxxxxx Xxxxx, Xxxxxxx Xxxxx, XX 00000
(“Champion”) and POW! Entertainment Inc. a Delaware corporation with an address
at 0000 Xxxxx Xxxxxx Xxxxxxxxx, Xxxxxxx Xxxxx, Xxxxx 000, XX 00000
(“POW!”)
1. Employment
of Champion. Champion will serve as the Chief Operating
Officer of POW!. As such he shall report to the Board of Directors of POW! and
perform such duties as they determine. Champion will work for POW! on a full
time basis and will be based in Los Angeles. In the event that
Champion acts in a Producer capacity for any media productions, all fees
generated thereby shall belong to POW!
3. Term
and Termination. The term of Champion’s employment shall
continue unless or until Champion resigns or is terminated, with
cause. Either party may terminate this Agreement for cause, upon the
giving of 30 days prior notice to the other, describing the cause, provided that
the other party fails to cure such cause within such 30 days following
notice.
4. Salary. As
compensation to Champion for all rights and services contributed by Champion and
notwithstanding any disability, POW! shall provide the following
compensation:
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(a)
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A
base salary of $475,000 per annum, provided that $100,000 of
which shall be deferred until POW! receives investment through the sale of
its Series A Preferred Shares or otherwise after the date hereof, in the
amount of $2,000,000 or more.
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(b)
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Champion
will receive prompt reimbursements for all reasonable ordinary and
necessary business expenses incurred by him on behalf of
POW!,;
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(c)
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POW!
shall seek to acquire medical insurance if not otherwise provided for
Champion and his family; and
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(d)
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Champion
shall participate in any option plan adopted by POW!, as and when it may
be adopted.
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5. Disclosure of
Information:
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(a)
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Champion
agrees to keep confidential all Confidential Information regarding POW!
and not to use any such information except pursuant to his duties for
POW!
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6. Miscellaneous.
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(a)
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This
Agreement shall be binding upon the parties hereto, their affiliates and
subsidiaries, legal representatives, successors and predecessors in
interest, heirs and assigns.
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(b)
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The
invalidity of any provision or part hereof or obligation hereunder, or the
contravention thereby of any law, rule or regulation of any State, the
Federal Government or any agency, shall not relieve any party from its
obligation under, nor deprive any party of advantages of any other
provision of this Agreement.
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(c)
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This
agreement shall be governed by and construed under the laws of the State
of California.
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(d)
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All
notices under this agreement shall be in writing and shall be sent to the
addresses first set forth above, or such other addresses of which either
party notifies the other from time to time. All notices shall
be deemed delivered: when delivered if delivered by hand, the
day following being sent, if sent by overnight delivery by a reputable
courier services such as Federal Express, or 5 days following mailing, if
mailed by first class mail.
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(e)
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This
agreement constitutes the entire Agreement among the parties with respect
to the subject matter contained herein and supersedes all prior
agreements, understandings, oral or written, with respect to the subject
matter contained herein. This Agreement may not be amended,
modified or terminated except in writing executed by each of the parties
hereto.
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In
Witness Whereof, the parties hereto have signed, or caused to be signed
this agreement as of the date first set forth herein.
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Gill
Champion
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By:
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By:
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