GBI CAPITAL MANAGEMENT CORP.
0000 Xxxxxxx Xxxxxx
Xxxxxxxx, Xxx Xxxx 00000
February 8, 2001
[Individual]
[Address]
Dear [________]:
The purpose of this letter is to assure you that GBI Capital Management
Corp. ("GBI") hereby irrevocably guarantees all of the payments to be made by
GBI Capital Partners Inc. (formerly known as Xxxxxx Xxxxxxx Inc.) (the
"Company") and all of the benefits to be provided by the Company under the
Employment Agreement dated as of August 24, 1999 between you and the Company, as
the same may be amended from time to time. Subject to the terms of this letter,
you may demand performance by GBI under this letter upon the failure by the
Company, within a reasonable time after a formal written request by you, to make
such payments or to provide such benefits under the Employment Agreement.
The obligations of GBI hereunder shall remain in effect for so long as
the Company is obligated to pay amounts to you or to provide benefits to you
under the Employment Agreement. The obligations of GBI hereunder shall not be
affected by any assignment in accordance with Section 12 of the Employment
Agreement and may not be assigned or delegated by GBI without your prior express
written consent, which consent shall not be unreasonably withheld or delayed.
Very truly yours,
GBI CAPITAL MANAGEMENT CORP.
By: ___________________________
Name:
Title
Accepted and Agreed to:
By: _________________________
