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Exhibit 10.01
EMPLOYMENT AGREEMENT
June 19, 1996
Xx. Xxxxxx Xxxxx
c/o Northern Automotive Corporation
000 X. Xxxxxxxx Xxxxxx
Xxxxxxx, Xxxxxxx 00000
Dear Xxxx:
This will confirm our arrangement as follows:
1. You shall serve as our Chairman of the Board and Chief Executive
Officer reporting to the Board of Directors and at an annual base salary of
$400,000, subject to increase from time to time in the sole judgment of the
Board of Directors.
2. This agreement shall terminate in the event of your death or
disability, in which event you shall be entitled to your base salary through
the date of death or disability and to any applicable life or disability
insurance benefits referred to below in full satisfaction of all of our
obligations hereunder or otherwise. It shall be terminable by us at any time
for Cause (as hereafter defined), in which event you would not be entitled to
any further compensation or benefits hereunder or otherwise. If this agreement
is terminated by us except for Cause or as a result of your death or
disability, you shall be entitled to continue to receive, in full satisfaction
of all of our obligations hereunder or otherwise, your base salary and
insurance benefits set forth in paragraph 5 hereof during a period of one year
from the date of termination.
"Cause" shall mean (i) your willful and continued failure to perform
substantially all of your duties with us (other than any such failure resulting
from your incapacity due to physical or mental illness); or (ii) your engaging
in illegal conduct which is injurious to us; or (iii) your excessive use of any
alcohol while engaged in our affairs or the affairs of any of our affiliates
(or at any other time if you would continue to be under its influence when so
engaged); or (iv) your use of any narcotic or other stimulant; or (v) any
fraud, misappropriation (including any corporate opportunity), theft or
embezzlement of or with respect to any of our property.
3. You shall be entitled to such insurance and medical benefits as are
generally available to our Vice Presidents.
4. This agreement constitutes the entire agreement between you and us
with respect to the subject matter hereof, supersedes any and all prior
employment, salary, bonus and benefit agreements between you and either us or
our affiliates, except with respect to your participation in our annual bonus
plan, and may not be modified except in writing. If any restrictions contained
in this agreement shall be deemed invalid or unenforceable by reason of the
extent, duration or geographical scope thereof or otherwise, such restrictions
shall be reduced in a manner so as to render the balance of this agreement
enforceable.
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If the foregoing correctly sets forth our understanding, please sign
at the place provided below.
Very truly yours
NORTHERN AUTOMOTIVE CORPORATION
By:
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ACCEPTED: Xxxxx Xxxxxx, President
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Xxxxxx Xxxxx
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