Exhibit 10.24
RESORTS INTERNATIONAL HOTEL, INC.
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of
the 5th day of June, 2000, by and between RESORTS INTERNATIONAL HOTEL, INC.
d/b/a Resorts Atlantic City, a New Jersey Corporation ("Resorts") and Xxxxxx
Xxxx, an adult individual residing at 000 X. Xxxx Xxxx Xxxxx, Xxxxxxxx, XX 00000
("Employee or You").
1. EMPLOYMENT AGREEMENT. Resorts hereby employs Employee, and Employee
hereby accepts employment from Resorts in the capacity of Vice
President-Information Technology. Employee will report directly to the President
& Chief Operating Officer, and will be located at Resorts' Atlantic City office.
Your employment under the terms and conditions of this Agreement will commence
on June 5, 2000 (the "Commencement Date"). Employee shall be a full time
employee and shall dedicate all of your working time to Resorts and have no
other employment and no other business ventures which are undisclosed to Resorts
or which conflict with Employee's duties under this Agreement. Employee will
perform such duties as are required by Resorts normally associated with your
position.
2. TERM. The term of this Agreement shall be for a period of two (2)
years (the "Initial Term") beginning on the Commencement Date, subject to
earlier termination pursuant to Paragraph 6 herein. At the expiration of the
Term, if Employee remains employed by Resorts and this Agreement has not been
extended, Employee shall be considered an "at will" employee which means that
Resorts may change the terms and conditions of employment or terminate the
employment relationship at any time upon notice, and Employee likewise may
terminate the employment relationship at any time upon notice.
3. COMPENSATION.
(a) Base Salary. In consideration of Employee's full and faithful
satisfaction of Employee's duties under this Agreement, Resorts agrees to pay to
Employee, and Employee agrees to accept from Resorts, a salary in the initial
amount of One Hundred Sixty Five Thousand Dollars ($165,000.00) per annum (the
"Base Salary"), payable in such installments as Resorts pays its similarly
placed employees, subject to usual and customary deductions for withholding
taxes and similar charges, and customary contributions to health and welfare
programs in which employee is enrolled. The Base Salary shall be reviewed on an
annual basis in accordance with Employee's annual performance evaluation and
adjusted at Resorts' sole discretion.
(b) Bonus Compensation. Employee will be eligible to participate in
Resorts' bonus program applicable to your position if and when such bonus
program is adopted by Resorts, subject to the terms and conditions of the bonus
program.
4. BENEFITS. You will be entitled to all the usual benefits offered to
employees at your level, including vacation, sick time, participation in
Resorts' sponsored medical, dental and insurance programs, as well as the
ability to participate in the Sun International North America, Inc. 401K
Retirement Savings Plan, subject to the limitations
imposed by the terms of that plan. During the first year of your employment you
shall be entitled to two (2) weeks vacation, and thereafter you shall be
entitled to three (3) weeks vacation.
5. LICENSING REQUIREMENTS. Employee hereby covenants and agrees that,
at all times during the Term of this Agreement, Employee shall keep and
maintain, in full force and effect, any and all licenses, permits or work
authorizations which may be required by any Federal, State or local government
agency, including but not limited to any casino gaming regulatory agency having
jurisdiction over Employee or Resorts necessary for Employee to properly work
and perform the duties of your position. Resorts and Employee further covenant
and agree that Resorts shall be responsible for Employee's regulatory costs, not
including attorney's fees, accountant fees and costs, incurred in procuring in
the first instance and thereafter renewing such required license(s), permits or
work authorizations. Further, Resorts and Employee agree that this Agreement
shall be subject to the provisions of the applicable laws, rules and regulations
of the jurisdiction(s) having authority with respect to this Agreement, Resorts
and the Employee.
6. TERMINATION. Your Employment with Resorts may be terminated (a) by
Resorts for cause (as defined below); (b) by Resorts at any time without cause;
or (c) by you at any time.
(a) Cause. "Cause" shall mean the following: (i) fraud or embezzlement
with respect to Resorts by you; (ii) material breach by you of this Agreement
including, but not limited to a breach of the License Requirements of Paragraph
5, or a determination by any gaming regulatory authority that you are not deemed
fit for licensure whether or not such a license is actually needed for your work
in the jurisdiction your employment is located; (iii) material breach of any
reasonable and lawful rule or directive of Resorts; (iv) gross or willful
neglect of duties; (v) alcohol or drug dependency; (vi) death; or (vii)
disability preventing the performance of your duties with reasonable
accommodation for more than 90 continuous days or more than 180 days in any 12
month period.
If your employment with Resorts is terminated by Resorts for "cause" or
if you voluntarily terminate your employment prior to the end of the Term, you
shall not be entitled to any further compensation or benefits other than accrued
but unpaid Base Salary and accrued and unused vacation pay through the date of
such termination.
(b) Without Cause. If your employment is terminated by Resorts other
than for "cause" during the Term hereof, then you shall be entitled to receive
upon you providing Resorts with a signed Release: (i) an amount equal to six (6)
months of your Base Salary in a lump sum payment payable on the date of
termination and (ii) a continuation of your medical benefits for the lesser of
(a) the period of time it takes you to become enrolled in the medical benefits
program of a new employer or (b) six months from the date of such termination.
7. RESTRICTIVE COVENANT. Should you voluntarily terminate your
employment hereunder or should you be terminated for cause pursuant to the
provisions of Xxxxxxxxx 0 (x) (x), (xx), (xxx) or (iv) of this Agreement, you
agree that for the lesser of the remainder of the Term hereunder or six (6)
months after such termination, you shall not accept employment in a similar
capacity in any business that is in competition in any manner
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whatsoever with the principal business activity of Resorts or its affiliates
within a fifty (50) mile radius of Resorts Atlantic City. Employee further
covenants and agrees that this restrictive covenant is reasonable as to
duration, terms and geographical area and that the same protects the legitimate
interests of Resorts and its affiliates, imposes no undue hardship on Employee,
is not injurious to the public, and that any violation of this restrictive
covenant shall be specifically enforceable in any court with jurisdiction upon
short notice.
8. CONFIDENTIALITY. All books of account, records, systems,
correspondence, documents, and any and all other data, in whatever form,
concerning or containing any reference to the works and business of Resorts or
its affiliated companies shall belong to Resorts and shall be given up to
Resorts whenever Resorts requires you to do so. You agree that you shall not at
any time during the term of your employment or thereafter, without Resorts'
prior written consent, disclose to any other person or business entity any such
information or any trade secrets, plans or other information or data, in
whatever form, concerning Resorts' or any of its affiliated companies' or
customers' practices, businesses, procedures, systems, plans or policies
(collectively, "Confidential Information"), nor shall you disclose to any third
party or utilize any such Confidential Information in any way or communicate
with or contact any such customer other than in connection with your employment
by Resorts. In addition, as part of your employment you will be required to
acknowledge and sign appropriate confidentiality policy and nondisclosure
agreements which Resorts shall adopt substantially in the form of the attached
Exhibit A. You hereby confirm that all Confidential Information constitutes
Resorts' exclusive property, and that all of the restrictions on your activities
contained in this Agreement and such other nondisclosure policies of Resorts are
required for Resorts' reasonable protection. This confidentiality provision
shall survive the termination of this agreement.
9. ASSIGNMENT. Employee shall have no right to assign this Agreement or
delegate his duties hereunder to anyone. Any purported assignment or delegation
by Employee in violation of this Paragraph 9 shall be null and void and of no
force or effect. Resorts shall have the right to assign this Agreement freely;
provided the assignee assumes the obligations of Resorts hereunder.
10. GENERAL. If any provision of this Agreement should be wholly or
partially invalid, unenforceable or unlawful, then this Agreement shall be
severable in respect of the provision in question (to the extent that it is
invalid, unenforceable or unlawful), and the remaining provisions of this
Agreement shall continue in full force and effect. This Agreement shall be
interpreted in accordance with the laws of the State of New Jersey. Any action
brought to enforce this Agreement must be brought solely in the Superior Court
of New Jersey, Law Division, Atlantic County, New Jersey. Employee and Resorts
hereby waive any right they may have to a jury trial in any proceeding to
enforce this Agreement, and agree that the prevailing party shall be entitled to
reasonable attorney's fees and costs. This Agreement constitutes the entire
understanding between the parties and shall supersede any and all other
understandings, oral or written. No addition to, or modification of, this
Agreement shall be of any force or effect unless in writing and signed by or on
behalf of both parties.
11. EMPLOYEE REPRESENTATION & ACCEPTANCE. By signing this Agreement,
you hereby represent that you are not currently under any contractual obligation
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to work for another employer and that you are not restricted by any agreement or
arrangement from entering into this Agreement and performing your duties
hereunder.
IN WITNESS WHEREOF AND INTENDING TO BE LEGALLY BOUND THEREOF, the
parties hereto have executed and delivered this Agreement as of the year and
date first above written.
ATTEST: RESORTS INTERNATIONAL HOTEL, INC.
/s/ Xxxx X. Xxxxxxx By: /s/ Xxxxxx X. Xxxxxx
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Xxxx X. Xxxxxxx Xxxxxx X. Xxxxxx, President & Chief
Assistant Secretary Operating Officer
WITNESS: EMPLOYEE
/s/ Xxxxxxxx X. Xxxxxxx /s/ Xxxxxx Xxxx
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Xxxxxx Xxxx
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