EXHIBIT 10.5
EMPLOYMENT AGREEMENT
Agreement made this 1st day of January 2004 by and between Viper Motorcycle
Company with principal offices located at 0000 Xxxxxxxxxxxxx Xxxxxxx, Xxx Xxxx,
Xxxxxxxxx 00000 XXX, (the "company") and Xxxxx X. Xxxxxxx, an individual
residing in Texas (the "employee").
WITNESSETH
WHEREAS, the employee plans and directs all aspects of the organization's
sales and marketing policies, objectives, and initiatives, as directed by CEO.
WHEREAS, the company desires to utilize the services of the Employee in
connection with its business.
WHEREAS, this agreement supercedes any previous understanding between the
two parties, written or oral.
NOW, THEREFORE, in consideration of the premises and the mutual covenants
hereinafter set forth, the parties hereto agree as follows:
1. The Company agrees to an employment agreement with Xx. Xxxxxxx for
a period of three (3) years.
A. The Company agrees to pay Xx. Xxxxxxx an annual salary of
$94,600.00 until April 15, 2004, at which time Xx. Xxxxxxx
shall be paid a 10% increase, $104,060 per year and be
reviewed annually.
B. The Company agrees to make available comprehensive medical
insurance for during the term of the agreement for
employee.
C. Company will reimburse all maintenance expenses, fuel, and
insurance for 2003 Chevrolet Diesel truck, and shall
reimburse Xxxxxxx for the monthly payments of said truck
until company purchases said truck and provides an adequate
vehicle for Employee.
D. The Company will reimburse Xx. Xxxxxxx for reasonable
out-of-pocket expenses. A monthly auto allowance of $600.00
plus fuel expenses will be paid to employee.
E. Company will provide an adequate budget, including travel
to be administered by Employee.
F. Company will provide "demo" motorcycles.
G. Employee shall be hired as Executive Vice President and
shall be responsible for sales management, final hiring and
oversight of all sales
and marketing staff, and shall be in compliance with
company hiring and human resources policies.
H. Company will pay employee the following bonus, paid as
follows: $12,500.00 on July 1, 2004, and $12,500.00 on
December 31, 2004.
2. The term of this agreement shall be three years commencing on
January 1, 2004. The laws of the State of Minnesota shall govern
this agreement.
3. If Xx. Xxxxxxx'x agreement is terminated, he will be entitled to
receive his base salary earned to date plus Xxxxxxx shall be
entitled to cash severance pay in an amount equal to seventy-five
(75%) of the pay which would otherwise have been earned and
received had Xxxxxxx continued at his then current Base Salary for
twenty four month's. Cash severance pay shall be payable in
monthly installments equal to seventy-five (75%) of the Base
Salary monthly payments at termination until such amount has been
paid so as to satisfy this provision.
4. Xxxxxxx shall agree to lock up all shares owned by Xxxxxxx in the
lockup agreement for Directors, Officers, and key Shareholders as
required by Viper's underwriter of its initial public offering.
5. Accrued vacation will be paid in accordance with state law and
Viper's customary procedures.
6. Xxxxxxx agrees to perform faithfully, industriously, and to the
best of his ability, experience, and talents, all of the duties
that may be required by the express and implicit terms of this
Agreement, to the reasonable satisfaction of Viper. Such duties
shall be provided at such place(s) as the needs, business, or
opportunities at Viper may require from time to time.
7. Xx. Xxxxxxx shall keep all company information, trade secrets,
vendor contacts, and any other information material to the company
strictly confidential at all times.
IN WITNESS WHEREOF, the parties hereto have duly executed this agreement on the
day and year first above written.
By: /s/ Xxxx Xxx
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Its: Vice President
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Viper Motorcycle Company
By: /s/ Xxxxx X. Xxxxxxx
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Employee
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