Exhibit 10.76
EMPLOYMENT AGREEMENT
THIS AGREEMENT is made on the 1st day of April, 2004, by and between CORRECTIONAL SERVICES CORPORATION
(hereinafter referred to as “CSC” or “Employer”) and XXXXXXX XXXXXX (hereinafter
referred to as “Employee”). |
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Employer hereby employs Employee and Employee hereby accepts employment upon the terms and conditions hereinafter set forth. |
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This Agreement shall remain in full force and effect for a term of two years, expiring on March 31,
2006. |
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Employer hereby employs Employee as Executive Vice President, his powers and duties in that capacity
to be such as may be determined by the Employer. During the period of this Agreement, Employee shall
also provide assistance to the Employer in other correctional related matters as may be determined
by the Employer. |
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COMPENSATION: |
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Employer agrees to pay Employee during the term of this Agreement: |
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A. |
$200,000 per year salary; |
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B. |
a housing and automobile allowance of $1,500 per month; |
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C. |
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a bonus of $25,000 for each new contract1 awarded and signed by CSC for which you were directly involved and that has a bed |
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1 New contract is defined as new business for the Company and does not include renewals or extensions of existing contracts.
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capacity between 30 to 50 beds; |
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a bonus of $50,000 for each new contract awarded and signed by CSC for which you were directly involved and that has a bed
capacity between 51 to 75 beds; |
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a bonus of $75,000 for each new contract awarded and signed by CSC for which you were directly involved and that has a bed
capacity over 75 beds; |
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NOTE: 50% of each bonus will be paid when a project comes on line and reaches 50% occupancy. The remaining
50% of the bonus will be paid after the first month in which the project occupancy averages 80%. |
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D. |
other bonuses, payable from time to time in such amounts as may be determined by the Employer; |
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E. |
CSC executive level insurance; and |
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F. |
additional compensation and other fringe benefits as are deemed appropriate by the Employer. |
Employee shall be entitled to a vacation of three (3) weeks during each yearly period.
6. TERMINATION OF EMPLOYEE FOR CAUSE: |
Employee’s employment shall only be terminated for good cause. Good cause is defined as the happening
of any of the following events:
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A. |
Criminal Conviction. |
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In the event Employee shall be convicted of a felony. |
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Dereliction of Duty. |
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If Employee either intentionally ignores his duties or is grossly negligent in their performance. |
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C. |
Material Breach of Contract. |
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In the event Employee materially breaches the contract. |
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D. |
Total Incapacity. |
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If Employee is unable to work for a period of ninety (90) days within a three hundred sixty (360) day period. |
If Employee is to be terminated for any reason under paragraph 6.B. or 6.C., Employee shall be given
ten (10) days written notice by Employer of intent to terminate setting forth the specific grounds
and reasons for termination and giving to Employee a fifteen (15) day opportunity to cure. Such notice
shall specify with reasonable particularity the nature and extent of the intentional or negligent
conduct, or material breach or default complained of. |
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If Employee’s employment is terminated by Employer within Employee’s term of employment for
any reason other than those set forth in Section 6, Employer must pay Employee, in addition to whatever
damages or remedies Employee may be entitled to, at law or in equity, the remainder of monies due
as set forth in Section 4.A, plus six (6) months pay, to be paid in six (6) equal monthly payments.
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9. NON-COMPETITION COVENANT: |
A. During the period of your employment
with CSC, and for a period of one (1) year thereafter, you will not, directly or indirectly, on your own behalf or as an
employee, partner, officer, director, trustee, agent, consultant or member of any person,
firm or corporation, or otherwise, render any service to, or engage in any business or
activity with any not for profit or for profit corporation or entity who conducts business
similar in nature to CSC/YSI within the United States and the Commonwealth of Puerto
Rico without prior written approval. During the period of your employment and until two
years after the termination of your employment, you will not, directly or indirectly, on
your own behalf or as a partner, shareholder, officer, employee, director, trustee, agent,
consultant or member of any person, firm or corporation or otherwise, employ, seek to
employ or otherwise obtain or seek the services of any employee of CSC or any of its
affiliates.
B. During and following the
period of your employment with CSC, you will not use for your own benefit or for the benefit of others, or divulge to others, any
information, trade secrets, knowledge or data of secret or confidential nature and
otherwise not available to members of the general public that concerns the business or
affairs of CSC or its affiliates and which was acquired by you at any time prior to or
during the term of your employment with CSC, except with the specific prior written
consent of CSC.
C. If any covenant or agreement
contained in this paragraph 9 is found by a court having jurisdiction to be unreasonable in duration, geographical scope
or character of restriction, the covenant or agreement will not be rendered
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unenforceable thereby but rather the duration, geographical scope or character of restriction of such
covenant or agreement will be reduced or modified with retroactive effect to make such covenant or
agreement reasonable, and such covenant or agreement will be enforced as so modified. |
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10. NON-VIOLATION COVENANT: |
You hereby represent and warrant to CSC that (i) the execution, delivery and full performance of this
Agreement by you does not and will not conflict with, breach, violate or cause a default under any
agreement, contract or instrument to which you are a party or any judgment, order or decree to which
you are subject; (ii) you are not a party or bound by any employment agreement, consulting agreement,
agreement not to compete, confidentiality agreement or similar agreement with any other person or
entity; and (iii) upon the execution and delivery of this Agreement by CSC, this Agreement will be
your valid and binding obligation, enforceable in accordance with its terms.
This Agreement may be amended only by an instrument in writing executed by duly authorized representative
of both parties.
(this portion intentionally left blank)
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This Agreement shall be governed by the laws of the State of Florida. Any action must be brought in
a court of competent jurisdiction for Sarasota County, Florida. |
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CORRECTIONAL SERVICES CORPORATION
Employer |
XXXXXXX XXXXXX
Employee |
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By: /s/ Xxxxx X. Xxxxxxxx |
By: /s/
Xxxxxxx Xxxxxx |
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Title: PRESIDENT |
Title: Executive Vice President
Government Relations |
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Date: 4/28/04 |
Date: 4/28/04 |
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