Exhibit 10.8
EMPLOYMENT AGREEMENT
This Employment Agreement dated as of October 7th, 2002 (the
"Agreement"), by and between the Xxxxx Xxxxxx Mens Wholesale division of Xxxxxx
Xxxxxx, Ltd., a Delaware corporation ("the "Company") located at 00-00 Xxxxxxx
Xxxxxx, Xxxx Xxxxxx Xxxx, XX 00000 and Xxxxx Xxxx, a resident residing at 00
Xxxxxxxxx Xxxxx, Xxxxxxxxx, XX 00000
WITNESSETH:
Whereas, the Executive and the Company desire to enter into this
Agreement.
Now, Therefore, in consideration of the mutual covenants contained
herein, the receipt and sufficiency of which is hereby acknowledged, the parties
hereto agree as follows:
Effective as of the October 7th, 2002, this Original Agreement is
hereby entered into as follows:
Section 1. Duties: During the term (as defined below),
Executive shall serve as President of Madden Mens division of Xxxxxx Xxxxxx,
Ltd. He shall report directly to the President of the Company. During the Term,
the Executive shall have authority for the day-to-day management and operation
of the Madden Mens division, subject to the supervision, authority, and control
of the President of the Company, including, without limitation, the authority to
engage and discharge employees and independent contractors within the division.
Section 2. Term of Employment: The term of Executive's
employment, shall be commencing from January 1st, 2003 and ending June 30th,
2005.
Section 3. Compensation Of Employee:
3.1 Base Salary: The Company shall pay to Executive
an annual base salary for his services hereunder of Two hundred fifty thousand
dollars ($250,000) from January 1st, 2003 through June 30th, 2005, less such
deductions as shall be required to be withheld by applicable law and
regulations. Executive's base salary is hereinafter referred to as the "Base
Salary". Executive's base salary shall be paid in substantially equal
installments on a basis consistent with the Company's payroll practices for
employees in similar positions.
3.2 Additional Compensation: Commission During every
fiscal year during the term, the Company shall pay Executive a commission of 1%
of the quarterly reported net sales of the Xxxxx Xxxxxx Mens Wholesale Division
within 45 days of the end of each quarter.
3.3 Signing Bonus: The Company shall pay to the
Executive a one-time cash bonus equal to One Hundred Thousand dollars ($100,000)
less all applicable withholdings, all of which shall be payable on January 1st,
2003.
3.4 Options: Subject to shareholders approval,
100,000 stock options with a xxxxx xxxxx of the fair market value on the date of
the annual shareholders meeting to be held in 2003. These options shall vest
quarterly over ten quarters, beginning with 20,000 options vesting on 6/30/2003
for 1st & 2nd quarter of 2003 and 10,000 vesting on the last day of each quarter
thereafter, and vesting fully on 6/30/2005. These options shall be subject to
terms and conditions at least as favorable to the Executive as options granted
from time to time to any other employee of the Company.
In addition to the above, subject to shareholder approval and subject
to your continuous employment by the Company from the commencement date of this
agreement through June 30, 2005, you shall receive 50,000 shares ("Cliff Vested
Shares") of the Company's stock on June 30, 2005.
3.5. Additional Bonus: If Madden Mens opens a new
division with the assistance of the Executive, the Company will pay Executive
10% of the reported Net Income of such new division without any further
compensation related to net sales of that division.
4. Expenses; Automobile Allowance: The Company shall
reimburse the Executive for all expenses incurred by him in the course of
performance of his duties, including, but not limited to, travel, entertainment
and promotional expenses. Reimbursement shall be made on a monthly basis, on
presentation to the Company of documentation therefore as reasonably requested
by The Corporation. The Executive shall be paid monthly automobile allowance of
$700.00 per month.
5. Benefits, Vacations, Working Conditions: The
Executive will receive at least the same benefits as any other division
Presidents at the Company, including but not limited to health insurance and
vacations. The Executive shall be given an office and furnishing and be
permitted to hire staff at a level at least equal to those of any other division
President at the Company. In addition to any other benefits, the Company will
provide counsel and pay all fees and indemnify the Executive from any loss,
claim, or damages in the event any claim is made or legal proceeding brought
against the Executive arising out of or in connection with the Company or his
duties hereunder, other than by reason of Executive's breach of this Agreement
or for any fraudulent conduct by Executive.
6. Covenant Not to Compete: Executive recognizes that
the service to be performed by him hereunder is special and unique. The
Executive agrees that, in the event the Company terminates his employment for
cause prior to the expiration of this agreement, for a period of 12 months
following such termination, he shall not engage in or accept employment with any
competitive business in the American Market, or with any business or entity
which disturbs or sells products into the American Market for his special and
unique services
7. Termination: If you terminate your relationship
with the Company voluntarily, or if the Company terminates your relationship
with the Company for cause (defined as a criminal or dishonest act), prior to
the expiration of the term, provided the Company is in compliance with this
Agreement, you agree to forfeit and surrender the prorated portion of any
unearned bonus and all unvested outstanding options from the date of
termination. Bonuses and vesting will be prorated to the date of termination. If
you employment is terminated without cause other than by your voluntary
resignation, bonuses will continue to be paid and shares and options will
continue to vest to you or your personal representative for the full term of and
as provided in this Agreement.
ACCEPTED & AGREED BY:
/s/ XXXXX XXXX
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XXXXX XXXX
/s/ XXXXXXXX X. XXXXXX
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XXXXXXXX X. XXXXXX
CHIEF EXECUTIVE OFFICER
XXXXXX XXXXXX, LTD
/s/ XXXXXX XXXXXX
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XXXXXX XXXXXX
CHIEF FINANCIAL OFFICER
XXXXXX XXXXXX, LTD
