EXHIBIT 10.8
EMPLOYMENT AGREEMENT
--------------------
AGREEMENT, dated as of August 20, 1994, between SONY THEATRE MANAGEMENT
CORP., a Delaware corporation, having an office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇,
▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (the "Company") and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ("Employee"), residing at ▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇.
The parties agree as follows:
1. TERM OF EMPLOYMENT. (a) The Company hereby employs Employee, and
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Employee hereby accepts employment on the terms and subject to the conditions
hereinafter set forth, for a term (the "Employment Period") commencing on August
20, 1994 and continuing until August 19, 1997 or, if the term of this Agreement
is extended pursuant to Section 1(b) hereof, until August 19, 1999 (the
"Expiration Date").
(b) The Company shall have the right (the "Extension Option"),
exercisable upon written notice given to Employee on or before February 19,
1997, to extend the Employment Period, all in accordance with and subject to the
terms and conditions hereof, for an additional two-year period commencing on
August 20, 1997 and continuing until August 19, 1999 (the "Extension Period").
2. DUTIES AND PRIVILEGES. During the Employment Period, Employee shall
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serve as Controller, and if elected by the Board of Directors, as Vice President
of the Company; be responsible to and report to such person as may be designated
by the Chief Executive Officer of the Company (the person to whom Employee
reports is herein called the "Supervisory Officer"); perform such services
consistent with Employee's position hereunder as the Supervisory Officer may
from time to time require; devote Employee's entire business time, ability and
energy exclusively to the performance of Employee's duties hereunder; and use
Employee's best efforts to advance the interests and businesses of the Company,
its divisions, subsidiaries and affiliates.
3. COMPENSATION. (a) The Company shall pay to Employee a salary at the
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rate of:
(i) $140,000 per year from August 20, 1994 through August 19, 1995;
(ii) $150,000 per year from August 20, 1995 through August 19, 1996;
(iii) $160,000 per year from August 20, 1996 through August 19, 1997,
and if the Company elects to exercise its option to extend the term of
Employee's employment, the Company shall pay to Employee during the Extension
Period a salary at the rate of:
(iv) $170,000 per year from August 20, 1997 through August 19,
1998; and
(v) $180,000 per year from August 20, 1998 through August 19, 1999.
(b) During the Employment Period, Employee shall be eligible to
participate in all then-operative employee benefit plans of the Company or its
affiliates which are applicable generally to the Company's executives of
comparable rank to Employee ("Employee Benefit Plans"), subject to the
respective terms and conditions of such employee Benefit Plans. Nothing
contained in this Agreement shall obligate the Company to adopt or implement any
Employee Benefit Plan, or prevent or limit the Company from making any blanket
amendments, changes, or modifications of the eligibility requirements or any
other provisions of, or terminating, any Employee Benefit Plan at any time
(whether during or after the Employment Period), and Employee's participation in
or entitlement under any such Employee Benefit Plan shall at all times be
subject in all respects thereto.
(c) Employee may be eligible to receive, in the sole and absolute
discretion of the Company, and annual bonus. The Company's determination whether
or not to pay to Employee a bonus, and the amount and timing of such bonus, if
any, shall be final and binding.
4. EXPIRATION OF TERM AND TERMINATION. (a) Employee's employment by the
----------------------------------
Company and this Agreement shall automatically expire and terminate on the
Expiration Date unless sooner terminated pursuant to the provisions of this
Section 4.
(b) Employee's employment by the Company and this Agreement shall
automatically terminate upon Employee's death.
(c) The Company shall have the right and option, exercisable by
giving written notice to Employee, to terminate Employee's employment by the
Company and this Agreement at any time after employee has been unable to
perform the services or duties required of Employee in connection with
Employee's employment by the Company as a result of physical or mental
disability (or disabilities) which has (or have) continued for a period of
twelve (12) consecutive weeks, or for a period of sixteen (16) weeks in the
aggregate, during any twelve month (12) period.
(d) The Company shall have the right and option, exercisable by
giving written notice to Employee, to terminate Employee's employment by the
company and this Agreement at any time after the occurrence of any of the
following events or contingencies (any such termination being deemed to be a
termination "for cause"):
(i) Employee materially breaches, materially
2
repudiates or otherwise materially fails to comply with or perform any
of the terms of this Agreement, any duties of Employee in connection
with Employee's employment by the Company or any of the Company's
policies or procedures, or deliberately interferes with the compliance
by any other employee of the Company with any of the foregoing;
(ii) The commission by Employee of a felony (whether or not
prosecuted) or the pleading by Employee of no contest (or similar
plea) to any felony (other than a crime for which vicarious liability
is imposed upon Employee solely by reason of Employee's position with
the Company, and not by reason of Employee's conduct);
(iii) Any act or omission by Employee constituting fraud, gross
negligence or willful misconduct in connection with Employee's
employment by the Company; or
(iv) Any other act, omission, event or condition constituting
cause for the discharge of an employee under applicable law.
(e) The Company shall have no obligation to renew or extend the
Employment Period. Neither (i) the expiration of the Employment Period, (ii) the
failure or refusal of the Company to renew or extend the Employment Period, this
Agreement, or Employee's employment by the Company upon the Expiration Date nor
(iii) the termination of this Agreement by the Company pursuant to any provision
of this Section 4 (except Section 4 (g)), shall be deemed to constitute a
termination of Employee's employment by the Company "without cause" for the
purpose of triggering any rights of or causes of action by Employee.
(f) If this Agreement, the Employment Period or Employee's
employment by the Company is terminated or expires pursuant to any provision of
this Section 4 (other than Section 4 (g)), or is terminated by Employee,
Employee's right to receive salary or other compensation from the Company and
all other rights and entitlement of Employee pursuant to this Agreement or as
an employee of the Company shall forthwith cease and terminate, and the
Company shall have no liability or obligation whatsoever to Employee, except
that:
(i) The Company shall be obligated to pay to Employee not later
than the effective date of such termination all unpaid salary, car
allowance (if any), vacation and reimbursable expenses which shall
have accrued as of the effective date of such termination; and
3
(ii) The terms and conditions of applicable Employee Benefit
Plans, if any, shall control Employee's entitlement, if any, to
receive benefits thereunder.
(g) The Company shall not be obligated to utilize Employee's services
or any of the results and proceeds thereof or to permit Employee to retain any
corporate office or to continue to do so: and the Company shall have the
unilateral right, at any time, without notice, in the Company's sole and
absolute discretion, to terminate Employee's employment by the Company, without
cause, and for any reason or for no reason (the Company's "Termination Rights").
The Company's Termination Rights are not limited or restricted by, and shall
supersede, any policy of the Company requiring or favoring continued employment
of its employees during satisfactory performance, any seniority system or any
procedure governing the manner in which the Company's discretion is to be
exercised. No exercise by the Company of its Termination Rights shall, under any
circumstances, be deemed to constitute (i) a breach by the Company of any term
of this Agreement, express or implied (including without limitation a breach of
any implied covenant of good faith and fair dealing), (ii) a wrongful discharge
of Employee or a wrongful termination of Employee's employment by the Company,
(iii) a wrongful deprivation by the Company of Employee's corporate office (or
authority, opportunities or other benefits relating thereto) or (iv) the breach
by the Company or any other duty or obligation, express or implied, which the
Company may owe to Employee pursuant to any principle or provision of law
(whether contract or tort). If the Company elects to terminate Employee's
employment by the Company without cause prior to the Expiration Date, the
Company shall have no obligation or liability to Employee pursuant to this
Agreement or otherwise, except to pay to Employee until the Expiration Date
amounts equal to the salary and benefits provided in Sections 3(a) and 3(b)
hereof excluding car allowance or car leasing programs, if any), payable in the
same installments and on the same dates as if Employee's employment by the
Company had not been terminated; provided, however, that, immediately upon any
termination of Employee's employment by the Company and continuing until the
Expiration Date, Employee shall use Employee's best efforts to obtain other
employment and to pursue other business activities, at a comparable level, and
any amounts otherwise payable pursuant to this Section 4 shall be reduced by all
amounts (whether direct or indirect salary, compensation or otherwise) earned by
Employee from such other employment or business activities prior to the
Expiration Date. Employee shall advise the Company on an ongoing basis of the
efforts being undertaken by Employee to obtain other employment or business
activities and shall promptly notify the Company in writing of all such other
employment or business activities undertaken by Employee and the salary,
compensation or
4
other amounts received or to be received by Employee therefrom.
(h) Immediately upon any termination of Employee's employment
hereunder or of this Agreement (whether or not pursuant to this Section 4),
Employee shall return to the Company all property of the Company heretofore
provided to Employee by the Company, or otherwise in the custody, possession or
control of Employee (including, without limitation, the "Confidential Materials"
described in Paragraph 6(b) of Exhibit A attached hereto). Notwithstanding any
provision of this Agreement to the contrary, no termination of this Agreement or
of Employee's employment for any reason whatsoever shall in any manner operate
to terminate, limit or otherwise affect the Company's ownership of any of the
rights, properties or privileges granted to the Company hereunder.
5. STANDARD TERMS. Attached as Exhibit A hereto and deemed a part hereof
--------------
are the Company's Standard Terms and Conditions of Employment Agreement, all of
which terms are binding on the parties hereto and incorporated herein. For
convenience, provisions of this Agreement shall be referred as "Sections" and
provisions of the Standard Terms shall be referred to as "Paragraphs". In the
case of any conflict between the terms of this Agreement and the terms of
Exhibit A hereto, the terms of this Agreement shall govern.
6. SUPERSEDING AGREEMENT. This Agreement shall constitute the full and
---------------------
entire understanding of the parties hereto with respect to the subject matter
hereof and shall supersede any prior agreements with respect thereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement or
caused it to be executed on their behalf this ________ day of December, 1994.
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ (L.S.)
--------------------------
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
SONY THEATRE MANAGEMENT CORP.
By: ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
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▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
Chairman
5
EXHIBIT A
STANDARD TERMS AND CONDITIONS OF
--------------------------------
EMPLOYMENT AGREEMENT SONY THEATRE MANAGEMENT CORP.
--------------------------------------------------
1. Definitions. All capitalized terms used herein shall have the meanings
-----------
ascribed to them in the Agreement attached hereto. The following words, terms
and phrases (and variations thereof) used herein shall have the following
meanings:
(a) An "Affiliate" of a party means a Person which, directly or
indirectly, owns or controls, is owned or controlled by, or is under common
ownership or control with, such party.
(b) "Intellectual Property" means any and all intellectual, artistic,
literary, dramatic or musical rights, works or other materials of any kind or
nature (whether or not entitled to protection under applicable copyright laws,
or reduced to or embodied in any medium or tangible form), including without
limitation all copyrights, patents, trademarks, service marks, trade secrets,
contract rights, titles, characters, plots, themes, dialogue, stories, scripts,
treatments, outlines, submissions, ideas, concepts, packages, compositions, art
work, software and logos, and all audio, visual or audio-visual works of every
kind and in every stage of development, production and completion, and all
rights to distribute, advertise, promote, exhibit or otherwise exploit any of
the foregoing by any means, media or processes now known or hereafter devised.
(c) "Media Business" means all Persons engaging in any of the
following: (i) the creation, production, distribution, exhibition or other
exploitation of theatrical motion pictures, television programs, sound
recordings or other visual, audio or audio-visual works or recordings of any
kind; (ii) television (including pay, free, over-the-air, cable and satellite)
or radio broadcasting; (iii) book, newspaper or periodical publishing; (iv)
music publishing; (v) "merchandising" (as that term is generally understood in
the entertainment industry); or (vi) advertising.
(d) "Person" means any individual, corporation, trust, estate,
partnership, joint venture, company, association, league, group, governmental
agency or other entity of any kind or nature.
2. Compensation. (a) Employee's salary shall be payable in equal
------------
installments (not less frequently than monthly) in accordance with the Company's
customary payroll practices. No additional compensation shall be payable to
Employee by reason of the number of hours worked or by reason of any hours
worked on Saturdays, Sundays, holidays or otherwise. All compensation payable to
Employee hereunder (whether in the form of salary, benefits or otherwise) shall
be subject to all applicable laws, statutes, governmental regulations or orders,
the terms of all
6
applicable Employee Benefit Plans and the terms of all agreements between or
binding upon the Company and Employee requiring the deduction or withholding of
any amounts from such payments, and the Company shall have the right to make
such deductions and withholdings in accordance with the Company's interpretation
thereof in the Company's sole judgment.
(b) Subject to Section 3(b) the Agreement, Employee shall be
eligible to participate in fringe benefits, if any, maintained by the Company
for employees generally on the same basis as comparable employees of the
Company.
(c) Subject to the requirements of Employee's position and corporate
office, Employee shall be entitled to annual vacations in accordance with the
Company's vacation policy in effect from time to time.
(d) The Company recognizes that, in connection with Employee's
performance of Employee's duties and obligations hereunder, Employee will incur
certain ordinary and necessary expenses of a business character. The Company
shall pay Employee for such business expenses on the presentation of itemized
statements of such expenses, provided their extent and nature are approved in
accordance with the policies and procedures of the Company.
3. Right to Insure. The Company shall have the right to secure, in its
---------------
own name or otherwise and at its own expense, life, health, accident or other
insurance covering or otherwise insuring Employee, and Employee shall have no
right, title or interest in or to any such insurance or any of the proceeds or
benefits thereof. Employee shall fully assist and cooperate with the Company in
procuring any such insurance, including without limitation by submitting to such
examinations, and by signing such applications and other instruments, as may
reasonably be required by any insurance carrier to which application is made by
the Company for any such insurance.
4. Employment Exclusive. Employee shall not perform services for any
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Person other than the Company during the Employment Period without the prior
written consent of the Company and will not during the Employment Period engage
in any activity which would interfere with the performance of Employee's
services hereunder, or become financially interested in or associated with,
directly or indirectly, any Media Business.
5. Interest In Other Corporations. Notwithstanding anything to the
------------------------------
contrary contained in Paragraph 4 hereof, Employee may own up to one percent
(1%) of any class of any Person's outstanding securities which are listed on any
national securities exchange, registered under Section 12(g) of the Securities
Exchange Act of 1934 or otherwise publicly traded, provided that the holdings of
Employee of any such security of a
7
Media Business or any Person which does business with the Company or its
Affiliates do not represent more than 10% of the aggregate of Employee's
investment portfolio at any time.
6. Ownership of Proceeds Of Employment. Confidentiality of
-----------------------------------
Information, Etc.
(a) The Company shall be the sole and exclusive owner throughout the
universe in perpetuity of all of the results and proceeds of Employee's
services, work and labor during the Employment Period in connection with
Employee's employment by the Company, including without limitation all
Intellectual Property which Employee may develop, create, write or otherwise
produce during the Employment Period, free and clear of any and all claims,
liens or encumbrances. All results and proceeds of Employee's services, work
and labor during the Employment Period shall be deemed to be works-made-for-hire
for the Company within the meaning of the copyright laws of the United States
and the Company shall be deemed to be the sole author thereof in all territories
and for all purposes.
(b) All information, documents, notes, memoranda and Intellectual
Property of any kind received, compiled, produced or otherwise made available to
Employee during or in connection with Employee's employment by the Company
relating in any way to the business of the Company or of any of its Affiliates
and which has not been made available or confirmed to the public by the Company
("Confidential Materials") shall be the sole and exclusive property of the
Company and shall in perpetuity (both during and after Employee's employment by
the Company) be maintained in utmost confidence by Employee and held by Employee
in trust for the benefit of the Company. Employee shall not during the
Employment Period or at any time thereafter directly or indirectly release or
disclose to any other Person any Confidential Materials, except with the prior
written consent of the Company and in furtherance of the Company's business or
as required by law.
(c) Employee shall not (without the Company's consent), directly or
indirectly, at any time during the Employment Period or Employee's earlier
termination (and, in the case of clause (i) below, for a period of twelve (12)
months thereafter), nor shall Employee during such time period authorize or
assist any other Person to, solicit, entice, persuade or induce any Person to do
any of the following:
(i) Terminate or refrain from extending or renewing (on the same or
different terms) such Person's employment by, or contractual or
business relationship with, the Company or any of its Affiliates; or
(ii) Become employed by, enter into contractual relationships with, or
make, create, produce or distribute any motion picture, television
program or other Intellectual
8
Property, or otherwise engage in any Media Business, for any Person
other than the Company or its Affiliates (this clause (ii) shall not
apply if the Company has exercised its Termination Rights pursuant to
Section 4 (g) of the Agreement).
(d) The Company shall have the right to use the Employee's name,
approved biography (such approval not to be unreasonably withheld), and likeness
in connection with its business, including in advertising its products and
services, and may grant this right to others, but not for use as an endorsement.
7. Warranties and Covenants. Employee warrants, represents and covenants
------------------------
to the Company as follows:
(a) Employee is free to enter into this Agreement and to perform the
services contemplated hereunder.
(b) Employee is not currently (and will not, to the best knowledge
and ability of Employee, at any time during the Employment Period be) subject to
any agreement, understanding, obligation, claim, litigation, condition or
disability which could adversely affect Employee's performance of any of
Employee's obligations hereunder or the Company's complete ownership and
enjoyment of all of the rights, powers and privileges granted to the Company
hereunder.
(c) No Intellectual Property written, composed, created or submitted
by Employee at any time during Employee's employment by the Company shall, to
the best of Employee's knowledge, violate the rights of privacy or publicity,
constitute a libel or slander or infringe upon the copyright, literary,
personal, private, civil, property or other rights of any Person.
8. Employment after Term. Employee's employment by the Company may be
---------------------
continued beyond the Expiration Date by the express consent of both parties
(which consent each party shall have the right to grant or withhold in its sole
and absolute discretion). In the event of any such continuation of Employee's
employment by the Company beyond the Expiration Date, the relationship between
the Company and Employee shall be that of employment-at-will which may be
terminated by either the Company or Employee at any time upon ten (10) days'
written notice, with or without cause, for any reason or for no reason, and
without liability of any nature. Employee's employment by the Company, if any,
after the Expiration Date shall be governed by all of the terms and conditions
of this Agreement not inconsistent with the at-will nature of such employment.
9. Immigration. In accordance with the Immigration Reform and Control
-----------
Act of 1986 and the regulations adopted thereunder (8 CFR, Parts 109 and 274a),
the obligations of the Company under this Agreement are subject to and
conditioned upon Employee
9
verifying and delivering to the Company, within three (3) business days of
Employee's first date of employment, the Form I9 prescribed by the Immigration
and Naturalization Service, and presenting to the officer of the Company
designated therefor the original documentation required under such regulations
to establish (i) the identity of Employee and (ii) that Employee is lawfully
authorized to work in the United States. If Employee is unable to provide the
documents required within the aforesaid three (3) business-day period, Employee
must (i) present to such designated officer within said three (3) business days
a receipt for the application for the documents prescribed and (ii) the original
documents required within twenty-one (21) days of Employee's first date of
employment. If Employee fails to verify and deliver the Form I-9 and present
the required original documents within the stated time period, this Agreement
and Employee's employment hereunder shall cease and terminate as if this
Agreement had never been entered into and neither party shall have any further
right, duty or obligation to the other under this Agreement.
10. Equitable Relief. Employee acknowledges that the services to be
----------------
rendered by Employee under this Agreement, and the rights and privileges granted
by Employee to the Company hereunder, are of a special, unique, extraordinary
and intellectual character which gives them a peculiar and special value, the
loss of which cannot be reasonably or adequately compensated in damages in an
action at law, and a breach by Employee of any of the provisions hereof will
cause the Company great and irreparable injury. Employee acknowledges that the
Company shall, therefore, be entitled, in addition to any other remedies which
it may have under this Agreement or at law, to receive injunctive and other
equitable relief (including without limitation specific performance) to enforce
any of the rights and privileges of the Company or any of the covenants or
obligations of Employee hereunder. Nothing contained herein, and no exercise by
the Company of any right or remedy, shall be construed as a waiver by the
Company of any other rights or remedies which the Company may have. In the event
that any court or tribunal shall at any time hereafter hold any covenants or
restrictions contained in this Agreement to be unenforceable or unreasonable as
to the scope, territory or period of time specified therein, such court shall
have the power, and is specifically requested by Employee and the Company, to
declare or determine the scope, territory or period of time which it deems to be
reasonable or enforceable and to enforce the restrictions contained therein to
such extent.
11. Governing Law, Legal Proceedings and Remedies. (a) The substantive
---------------------------------------------
laws (as distinguished from the choice of law rules) of the State of New York
shall govern (i) the validity and interpretation of this Agreement, (ii) the
performance by the parties hereto of their respective duties and obligations
hereunder and (iii) all other causes of action (whether sounding in contract or
in tort) arising out of or relating in any fashion to Employee's employment by
the Company or the termination of
10
such employment.
(b) Any and all actions, suits or legal proceedings of any nature
(whether sounding in contract or in tort) arising out of or relating to this
Agreement, to the employment of Employee by the Company or to the termination of
such employment shall be initiated and maintained only in a state or federal
court located in the City and Country of New York, State of New York, which
shall be the exclusive forum for, and shall have sole and exclusive jurisdiction
over the subject matter of, all such proceedings. The Company and Employee each
hereby submit and subject themselves irrevocably to the personal jurisdiction of
such New York State and federal courts.
12. Notices. All notices, requests, demands or other communications in
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connection with this Agreement shall be in writing and shall be deemed to have
been duly given if delivered in person, or by United States mail, postage
prepaid, certified or registered, with return receipt requested, or otherwise
actually delivered:
If to Employee, to him or her at the address listed on page 1 of this
Agreement.
If to the Company, to it at:
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇
Attention: Chairman
with a copy at the same address,
Attention: General Counsel
or such other address as Employee or the Company shall have designated by
written notice given in accordance with this Paragraph 12 to the other party
hereto. Any such notice, demand or other communication shall be deemed to have
been given on the date actually delivered or upon the expiration of three (3)
days after the date mailed, as the case may be.
13. Miscellaneous. (a) This Agreement and the exhibits hereto contain a
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complete statement of all of the arrangements between the parties with respect
to Employee's employment by the Company, supersede all existing agreements
between them concerning Employee's employment and cannot be changed or
terminated orally. No provision of this Agreement shall be interpreted against
any party because that party or its legal representative drafted the provision.
There are no warranties, representations or covenants, oral or written, express
or implied, except as expressly set forth herein. Employee acknowledges that
Employee does not rely and has not relied upon any representation or statement
made by the Company or any of its representatives relating to the subject matter
of this Agreement except as set forth herein.
11
(b) If any provision of this Agreement or any portion thereof is
declared by any court of competent jurisdiction to be invalid, illegal or
incapable of being enforced, the remainder of such provision, and all of the
remaining provisions of this Agreement, shall continue in full force and effect
and no provision shall be deemed dependent on any other provision unless so
expressed herein.
(c) The failure of a party to insist on strict adherence to any term
of this Agreement shall not be considered a waiver of, or deprive that party of
the right thereafter to insist on strict adherence to, that term or any other
term of this Agreement.
(d) The headings in this Agreement (including the exhibits hereto)
are solely for convenience of reference and shall not affect its interpretation.
(e) The relationship between Employee and the Company is exclusively
that of employer and employee, and the Company's obligations to Employee
hereunder are exclusively contractual in nature.
(f) Employee shall, at the request of the Company, execute and
deliver to the Company all such documents as the Company may from time to time
deem necessary or desirable to evidence, protect, enforce or defend its right,
title and interest in or to any Confidential Materials, Intellectual Property or
other items described in Paragraph 6 hereof. If Employee shall fail or refuse to
execute or deliver to the Company any such document upon request, the Company
shall have, and is granted, the power and authority to execute the same in
Employee's name, as Employee's attorney-in-fact, which power is coupled with an
interest and irrevocable.
(g) The Company may assign this Agreement, Employee's services
hereunder or any of the Company's interests herein (i) to any Person which is a
party to a merger or consolidation with the Company, (ii) to any Affiliate of
the Company or (iii) to any Person acquiring substantially all of the assets of
the Company or the unit of the Company for which Employee is rendering services;
and, provided that any such assignee assumes the Company's obligations under
this Agreement, the Company shall thereupon be relieved of any and all liability
hereunder. Employee shall not have the right to assign this Agreement or to
delegate any duties imposed upon Employee under this Agreement without the
written consent of the Company, and any such purported assignment or delegation
shall be void ab initio.
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12
[LETTERHEAD OF SONY APPEARS HERE]
March 5, 1997
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇ ▇▇▇▇▇▇▇▇ ▇▇.
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Re: Employment Agreement dated, August 20, 1994 (the "Agreement")
Dear ▇▇▇,
The Company is pleased to exercise it's option to extend the Agreement for a
period of two (2) years, i.e., until August 19th, 1999 upon all the terms and
conditions therein contained.
We look forward to continuing our enjoyable and enriching working relationship.
Sincerely yours,
SONY RETAIL ENTERTAINMENT
SONY THEATRE MANAGEMENT CORP.
SONY PICTURES ENTERTAINMENT, INC.
By: /s/ ▇. ▇. ▇▇▇▇▇
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▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
President - SRE
cc: ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇
