Employment Contract Harvey Pride, Jr. April 11, 2008-April 11, 2010
Exhibit
10.4
Employment
Contract
Xxxxxx
Xxxxx, Xx.
April
11, 2008-April 11, 2010
1. THE
PARTIES
This is
an agreement between Xxxxxx Xxxxx, Xx. (hereinafter referred to as “you”) and
Lakeland Industries, Inc., a Delaware corporation with principal place of
business located at 000-0 Xxxxxxx Xxxxxx, Xxxxxxxxxx, XX 00000-0000 (hereinafter
the “Company”).
2. TERM;
RENEWAL
The term
of the agreement shall be for a 2 year period from April 11, 2008 through and
including April 11, 2010.
3. CAPACITY
You shall
be employed in the capacity of Senior Vice President of Manufacturing of
Lakeland Industries, Inc. and such other title or titles as may from time to
time be determined by the Board of Directors of the Company.
You agree
to devote your full time and attention and best efforts to the faithful and
diligent performance of your duties to the Company and shall serve and further
the best interests and enhance the reputation of the Company to the best of your
ability.
4. COMPENSATION
As full
compensation for your services you shall receive the following from the
Company:
|
|
a.
|
A
base annual salary of $220,000.00 per year payable bi-weekly;
and
|
|
|
b.
|
Participation
when eligible in any of the Company’s Pension, Profit Sharing, and 401 (K)
plans when any such plans have or become
effective:
|
|
|
c.
|
Such
other benefits as are consistent with the personnel benefits provided by
the Company to its officers and employees; provided however that your
vacation shall be for a period of no more than 20 business days. It is
understood that no more that (2) weeks consecutive weeks of vacation shall
be taken by you at any one time;
and
|
|
|
d.
|
An
adjustment in the way car allowances or leases are paid which will require
a gross up in W-2 wages of $9,000 covering all vehicle expenses except
fuel.
|
|
|
e.
|
An
annual discretionary bonus not less than $10,000 payable May 25, 2009 as
set forth in this agreement:
|
|
|
i.
|
Mexico
shall achieve its $500,000 in savings as compared with FY07 costs as per
Xxx Xxxxxxxxx and Xxxx Xxxxxx spreadsheet analyzing and savings as
projected by September 30, 2009, (a) by the addition of Uniland and
Hi-visibility high China tariff products to the product mix, not by moving
low China tariff products back to Mexico, (b) increasing labor
efficiencies to 100% or above.
|
|
|
ii.
|
Inventory
turn times at Decatur and Mexico (being Disposables, Highland, Chemland)
shall increase to 3 times a year and finished goods turns to 5 times a
year. This may not be completely achievable, but for bonus purposes the
Board will look at this on a sliding scale. (i.e. improvement over what it
is today as at 1/31/08)
|
|
|
iii.
|
Monitoring
North American slow moving or excess inventory. This will be measured by
reserves or write-offs already taken for FY08 versus FY09. No charitable
contributions to be made.
|
|
|
iv.
|
Reducing
USA unit cost of purchased raw materials, components and services on an
apples to apples basis. Such calculations shall be determined by one of
the Company’s outside auditors. The above goals will be further spelled
out orally and/or by memos on a case by case basis. 50% of your bonus will
be based upon the above as measured by the Compensation Committee of the
Board of Directors. Such bonus will be in
cash.
|
For FY
2009
By May
25th
of each year commencing in 2009, you may be awarded a discretionary bonus based
on an increase in after tax earnings measured from the prior year end. Said
bonus shall be calculated as follows: for each xxxxx increase in earnings after
tax from $0.70 up to $0.93, a bonus of $1,000 and thereafter $500 of restricted
stock with adjustments for stock splits or dividends or other such dilution in
EPS during the fiscal year. New bonus targets for FY2010 will be set by April
2010 and shall be attached hereto as addendum.
5.
NON-COMPETITION
During
the term of this agreement and for two years thereafter, you shall not either
directly or indirectly as an agent, employee, partner, stockholder, director,
investor, or otherwise engage in any activities in competition with the
activities of the Company. You shall also abide by the Code of Ethics
Agreement and other Corporate Governance Rules as displayed on the Company’s Web
Page. You shall disclose prior to the execution of this agreement (or
later on as the case may be) all outside business relationships, interests,
investments, enterprises, that you presently have or contemplate entering into
or enter into in the future that might affect your time spent on the business
interests and your employment responsibilities to Lakeland, and/or loyalties to
Lakeland.
6.
CONFIDENTIALITY
Except as
required in your duties to the Company you shall not at any time during your
employment and for a period of 5 years thereafter directly or indirectly use or
disclose any confidential information relating to the Company or its business
which is disclosed to you or known by you as a consequence of or through your
employment by the Company and which is not otherwise generally obtainable by the
public at large.
7.
TERMINATION
You or
the Company may terminate your employment prior to the end of the Term for any
reason upon written notice to the other party in accordance with the following
provisions:
|
|
(a)
|
Death. Your
employment shall terminate on the date of your death. Your Base
Salary (as in effect on the date of death) shall continue through the last
day of the month in which your death occurs. Payment of your
Base Salary shall be made to your estate or your beneficiary as designated
in writing to the Company. Your estate or designated
beneficiaries as applicable shall also receive a pro-rata portion of the
Annual Bonus, if any, determined for the fiscal year up to and including
the date of death which shall be determined in good faith by the
Compensation Committee of the Board of Directors. Your
beneficiaries shall also be entitled to all other benefits generally paid
by the Company on an employee’s
death.
|
|
|
(b)
|
Disability. Your
employment shall terminate if you become totally disabled. You
shall be deemed to be totally disabled if you are unable, for any reason,
to perform any of your duties to the Company for a period of ninety
consecutive days, or for periods aggregating 120 days in any period of 180
consecutive days.
|
|
|
(c)
|
Other
Termination. Should you decide to leave the Company, you
will provide the Company with 45 days written notice. Should
the Company decide to terminate you for any reason it shall have the right
to buy out your contract rights herein for 6 months base pay and any
commissions and bonus due you on the date of termination
and shall determine same by what you would have been paid in
salary for 6 months after the date of termination calculated from the
prior six months of salary, all concomitant with your execution of the
Company’s standard severance
agreement.
|
8.
NOTICES
Any
notices required to be given under this Agreement shall, unless otherwise agreed
to by you and the Company, be in writing and by certified mail, return receipt
requested and mailed to the Company at its headquarters at 000-0 Xxxxxxx Xxxxxx,
Xxxxxxxxxx, XX 00000-00000 or to you at your business address at 000 Xxxxx Xxxx,
Xxxxxxx, XX 00000.
9.
WAIVER OR
MODIFICATION
No waiver
or modification in whole or in part of this agreement or any term or condition
hereof shall be effective against any party unless in writing and duly signed by
the party sought to be bound. Any waiver of any breach of any
provision hereof or right or power by any party on one occasion shall not be
construed as a waiver of or a bar to the exercise of such right or power on any
other occasion or as a waiver of any subsequent breach.
10. SEPARABILITY
Any
provision of this agreement or non-competition or confidentiality sections (the
“Agreement”) which is unenforceable or invalid in any respect in any
jurisdiction shall be ineffective in such jurisdiction to the extent that it is
unenforceable or invalid without effecting the remaining provisions hereof which
shall continue in full force and effect. The unenforceability or
invalidity of any provision of the agreement in one jurisdiction shall not
invalidate or render unenforceable such provision in any other
jurisdiction.
11. HEADINGS
The
headings contained in this agreement are for convenience only and shall not
affect, restrict or modify the interpretation of this Agreement.
12. CONTROLLING
LAW
This
agreement shall be governed by and construed in accordance with the laws of the
State of New York applicable to contracts made and to be performed therein and
you agree to the exclusive jurisdiction and venue of the federal or state courts
located in the
State of
New York on any legal issues arising out of this contract and you agree that
such judgments as rendered by New York courts shall be transferable and binding
in all other American courts of competent jurisdiction.
|
LAKELAND
INDUSTRIES, INC.
|
||
|
COMPENSATION
COMMITTEE
|
||
|
By:
|
/s/ Xxxx X.
Xxxxxxx
|
|
|
Xxxx X. Xxxxxxx, Chairman
|
||
|
By:
|
/s/ Xxxx X.
Xxxxxxx
|
|
|
Xxxx X. Xxxxxxx
|
||
|
AGREED
AND ACCEPTED:
|
||
|
By:
|
/s/ Xxxxxxx
Xxxxxxx
|
|
|
Xxxxxxx Xxxxxxx
|
||
|
/s/ Xxxxxx Xxxxx,
Xx.
|
||
|
Xxxxxx
Xxxxx, Xx.
|
||
|
Sr.
Vice President
|
By:
|
/s/ A. Xxxx
Xxxxx
|
|
A. Xxxx Xxxxx
|
||
|
By:
|
/s/ Xxxxxxx X.
Xxxxxxxxx
|
|
|
Xxxxxxx X. Xxxxxxxxx
|
||
