EXHIBIT 10.15
[CR Termination Agreement]
Xxxxx Dead, Inc.
0000 Xxxxxxx Xx.
Xxx Xxxxxxx, Xxxxxxxxxx 00000
As of October 15, 2003
Xx. Xxxxxxx X. Xxxx III
0000 Xxxxxxx Xxxxx
Xxx Xxxxxxx, XX 00000
Dear Xx. Xxxx:
This letter confirms that effective as of the date hereof, you have
resigned as the Chief Executive Officer, Chief Financial Officer and Chairman of
the Board of Xxxxx Dead Inc. (the "Company") but are remaining as a director of
the Company and are continuing to serve as a member of the Audit Committee of
the Board.
The Company and you have further agreed to sell 144,000 shares of common
stock to Xxxxx Xxxxxxx pursuant to an agreement between the Company, Xx. Xxxxxxx
and you, and to sell 6,000 shares of common stock to Xxxxx Xxxx, a new director
of the Company, pursuant to an agreement between the Company, Mr. Read, Xxxxx
Xxxx and you.
We have agreed that notwithstanding your termination of employment under
the Employment Agreement, in consideration of the services performed by you to
date in connection with the formation of the Company and your agreement to
continue assisting the Company in its initial public offering (the "IPO"),
including contributing your financial expertise to participate with and advise
management in the marketing of the Company's offering and the "road show"
process, the Company shall pay to you a fee of $25,000 upon the successful
completion of the IPO and the issuance by the Corporation to investors of the
shares of Series A Preferred Stock registered in the IPO.
We also acknowledge that the Producer and the Director of the Company's
film (the "Picture") have agreed that in consideration for your work to date and
for your ongoing assistance in the production of the Picture, you will retain
your 1% Participation in the Picture, to become fully vested upon the successful
completion of the IPO, and will receive an "Executive Producer" credit for the
Picture.
If the following accurately reflects our agreement, please sign below
where indicated and return a copy to us at your earliest convenience.
Very truly yours,
Xxxxx Dead, INC.
/S/ XXXXX X. XXXXXXX
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(Xxxxx X. Xxxxxxx)
President and Chief Executive Officer
ACCEPTED AND AGREED:
/S/ XXXXXXX X. XXXX III
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(Xxxxxxx X. Xxxx III)
II-31
