EMPLOYMENT AGREEMENT
Exhibit 10.4
Execution Copy
Execution Copy
THIS
EMPLOYMENT AGREEMENT (this “Agreement”) is dated as of July ,
2005 and is between A-XXXX PRECIOUS METALS, INC., a New York corporation (“Company”), and XXXX
X. XXXXXXXX, an individual (“Xx. Xxxxxxxx”), and is made with reference to the following facts.
A. Xx. Xxxxxxxx is currently employed by Company as its Chief Financial Officer and Chief
Administrative Officer pursuant to that certain letter of employment dated August 29, 2002
between Company and Xx. Xxxxxxxx (the “Existing
Agreement”).
B. Company now wishes to continue to employ Xx. Xxxxxxxx, and Xx. Xxxxxxxx wishes to
continue to be so employed, on the terms and conditions set forth in this Agreement. The
Existing Agreement is hereby superceded and replaced in its entirety.
NOW, THEREFORE, Company and Xx. Xxxxxxxx hereby agree as follows:
1. Employment;
Term. Company hereby employs Xx. Xxxxxxxx, and Xx. Xxxxxxxx hereby
accepts employment with Company, in accordance with and subject to the terms and conditions set
forth in this Agreement. The initial term of this Agreement (the “Initial Term”) commences on
the date of this Agreement and, unless earlier terminated in accordance with Section 6, will
terminate on the fifth anniversary of the date of this Agreement. Company and Xx. Xxxxxxxx may
extend the term of this Agreement for one or more additional one (1) year periods by written
agreement signed by them prior to the end of the Initial Term or the then current extension
thereof, as applicable (the Initial Term and any extensions thereof,
the “Term”).
2. Duties. (a) During the Term, Xx. Xxxxxxxx shall serve as Chief Financial
Officer and Chief Administrative Officer of Company and shall report to the Chief Executive
Officer of Company. Xx. Xxxxxxxx will have such duties and responsibilities as are customary
for Xx. Xxxxxxxx’x positions and any other duties or responsibilities he may be reasonably
assigned by Company’s Chief Executive Officer.
(b) During the period Xx. Xxxxxxxx is employed by Company, Xx. Xxxxxxxx shall be required
to devote his full business time and best efforts exclusively to the business and affairs of
Company and will not directly or indirectly engage in any other business or competitive
activity which has not been disclosed to and approved in writing by Company.
(c) Except in the ordinary course of performing his duties hereunder, in accordance with
Company’s annual business plan and any other guidelines or policies approved by Company’s Chief
Executive Officer or Board of Directors, Xx. Xxxxxxxx shall not have the authority to create or
execute any contract or obligation, either express or implied, on behalf of or in the name of
Company or any of its affiliates, which is intended to be binding upon
Company or for which Company would be liable without the prior written consent of the Company’s
Chief Executive Officer.
3. Compensation. (a) Company shall pay Xx. Xxxxxxxx a salary of One Hundred
Sixty-Five Thousand Dollars ($165,000.00) per annum (the “Base Salary”). In addition,
Xx. Xxxxxxxx will receive a one-time signing payment in the amount of Twenty Thousand Dollars
($20,000.00) (“Signing Payment”) upon execution of this Agreement and a year-end performance bonus
provided he is continuously employed by Company through and until June 30th of each
year (the “Vesting Date”) during the Term (“Percentage Compensation”). Percentage Compensation is
not pro-rated and will be paid in respect of a particular year only if Xx. Xxxxxxxx is employed by
Company on the Vesting Date for such year. Percentage Compensation will be calculated as described
below. Payment of the Base Salary, Signing Payment and Percentage Compensation will be in
accordance with Company’s standard payroll practices and subject to all legally required or
customary withholdings.
(b) For each fiscal year of employment in which Company’s shareholder equity is in excess of
Ten Million Dollars ($10,000,000.00), Company shall pay to Xx. Xxxxxxxx, within ninety (90)
calendar days from the close of that fiscal year, Percentage Compensation equal to three and
three-fourths percent (3 3/4%) of its Net Pre-Tax Annual Income (as defined below), but in no
event less than Thirty Thousand Dollars ($30,000.00). For this purpose the Company’s “shareholder
equity” shall only be reduced by losses from its business operations as determined by the
independent certified accountants regularly retained by Company, in accordance with consistently
and conservatively applied generally accepted accounting principles. Nothing herein prevents the
Company from paying Xx. Xxxxxxxx additional bonus amounts.
(c) Subject to the provisions of this Section 3(e), the “Net Pre-Tax Annual Income” as used in
this Agreement, shall mean the pre-tax operating income, before bonuses are paid, as per the books
and records for a fiscal year, as determined by the independent certified accountants regularly
retained by Company, in accordance with consistently and conservatively applied generally accepted
accounting principles, adjusted for (i) any and all compensation paid, or accrued and payable, to
other employees and independent contractors of Company, including, without limitation, any and all
bonuses due other employees, and (ii) any other amounts payable to Xx. Xxxxxxxx pursuant to this
Agreement. In determining the Net Pre-Tax Annual Income all interest on loans accrued or paid by
Company, whether to third parties, shareholders of Company or to affiliated entities, shall be
deducted from Company’s gross income prior to arriving at the Net Pre-Tax Annual Income. No
increase in historical amortization of goodwill, if any, nor any direct cost incurred in connection
with the consummation of the transactions contemplated by the Stock Purchase Agreement, dated as of
the date hereof, by and among [Acquisition Company], A-Xxxx Holding, Inc. and Xxxxxx X. Xxxxxxx
shall be deducted from Company’s gross income prior to arriving at the Net Pre-Tax Annual Income.
4. Stock
Appreciation Rights. Concurrently with execution and delivery of this
Agreement, Xxxx Xxxxxxx Auctions, Inc. (“GMAI”), the indirect 80% parent of Company, shall,
pursuant to a Stock Appreciation Right Agreement between GMAI and Xx. Xxxxxxxx in the
form of Exhibit A attached hereto, grant to
Xx. Xxxxxxxx a stock appreciation right with respect to
Twelve Thousand Five Hundred (12,500) shares of common stock of GMAI.
5. Benefits. (a) Upon submission by Xx. Xxxxxxxx of vouchers in accordance with
Company’s standard procedures, Company shall reasonably promptly reimburse Xx. Xxxxxxxx
for all reasonable and necessary travel, business entertainment and other business expenses
incurred by Xx. Xxxxxxxx in connection with the performance of his duties under this Agreement.
(b) Xx. Xxxxxxxx is entitled to participate in any and all medical insurance, group health,
disability insurance, employee bonus compensation programs and other benefit plans that are made
generally available by Company to employees of Company. Company shall pay all premiums payable in
connection with medical insurance provided for Xx. Xxxxxxxx. Additionally, Xx. Xxxxxxxx is
entitled to receive four (4) weeks paid vacation a year and paid holidays made available pursuant
to Company’s policy to all employees of Company. Company, in its sole discretion, may at any time
amend or terminate any such benefit plans or programs.
6. Termination. Xx. Xxxxxxxx’x employment hereunder may be terminated prior to
the end of the Term under the following circumstances:
(a) Xx. Xxxxxxxx’x employment hereunder will terminate upon Xx. Xxxxxxxx’x
death.
(b) Except as otherwise required by law, Company may terminate Xx. Xxxxxxxx’x employment
hereunder at any time after Xx. Xxxxxxxx becomes Totally Disabled. For purposes of this Agreement,
Xx. Xxxxxxxx will be “Totally Disabled” as of the earlier of (1) the date Xx. Xxxxxxxx becomes
entitled to receive disability benefits under Company’s long-term disability plan, or (2) Xx.
Xxxxxxxx’x inability to perform the duties and responsibilities contemplated under this
Agreement for a period of more than ninety (90) consecutive days due to physical or mental
incapacity or impairment.
(c) Company may terminate Xx. Xxxxxxxx’x employment hereunder for Cause at any time after
providing written notice to Xx. Xxxxxxxx. For purposes of this
Agreement, “Cause” means any of
the following:
(1) Xx. Xxxxxxxx’x neglect or failure or refusal to perform his duties under this Agreement
(other than as a result of total or partial incapacity due to physical or mental illness);
(2) any wrongful act by or omission of Xx. Xxxxxxxx that materially injures the reputation,
business, or business relationship of Company or any of its affiliates, or that that in the good
faith judgment of the Company, constitutes fraud or intentional misconduct;
(3) Xx. Xxxxxxxx’x conviction (including conviction on a nolo contendere plea)
of a felony or any crime involving, in the good faith judgment of Company, fraud, dishonesty or
moral turpitude;
(4) the breach of an obligation set forth in Section 8, 9 or 10;
(5) any other material breach of this Agreement; or
(6) upon the sale of all or substantially all of the stock or assets of Company or the
shutdown of its operations.
In the cases of “neglect or failure” to perform his duties under this Agreement as set forth in
6(c)(1) above, or material breach as set forth in
6(c)(5) above, a termination by Company with
Cause shall be effective only if, within thirty (30) days following delivery of a written notice
by Company to Xx. Xxxxxxxx that Company is terminating his employment with Cause (which notice
shall set forth the basis of the alleged neglect, failure or breach), Xx. Xxxxxxxx has failed to
cure the circumstances giving rise to such Cause.
(d) Company may terminate Xx. Xxxxxxxx’x employment hereunder for any reason, upon thirty (30)
days’ prior written notice.
(e) Xx. Xxxxxxxx may terminate his employment hereunder for “Good Reason” if Company decreases
or fails to pay Xx. Xxxxxxxx’x Base Salary or Percentage Compensation as provided in Section 3 or
the benefits described in Section 5 above, or if Company makes a material change in Xx. Xxxxxxxx’x
job description or duties. A termination by Xx. Xxxxxxxx shall be effective only if, within thirty
(30) days following delivery of a written notice by Xx. Xxxxxxxx to Company that Xx. Xxxxxxxx is
terminating his employment (which notice shall set forth in reasonable detail the alleged decrease
or failure by Company), Company has failed to cure the circumstances giving rise to the
termination.
7. Compensation
Following Termination Prior to the End of the Term. In the event that
Xx. Xxxxxxxx’x employment hereunder is terminated prior to the end of the Term, Xx. Xxxxxxxx will
be entitled only to the following compensation and benefits upon such termination:
(a) In the event that Xx. Xxxxxxxx’x employment hereunder is terminated prior to the
expiration of the Term by reason of Xx. Xxxxxxxx’x death or if he becomes Totally Disabled
pursuant to Sections 6(a) or 6(b), respectively, Company shall pay the following amounts to Xx.
Xxxxxxxx (or to Xx. Xxxxxxxx’x estate, as the case may be):
(1) any accrued but unpaid Base Salary (as determined pursuant to Section 3) for services
rendered to the date of termination;
(2) any incurred but unreimbursed expenses required to be reimbursed pursuant to Sections 5(a)
or 5(b), payable within thirty (30) days following Xx. Xxxxxxxx’x submission of vouchers in
accordance with Company’s standard business procedures; and
(3) any vacation accrued and unused to the date of termination.
(b) In the event that Xx. Xxxxxxxx’x employment hereunder is terminated prior to the
expiration of the Term by Company for Cause pursuant to Section 6(c) (except pursuant to Section
6(c)(6), which is covered by Section 7(c) below), or by Xx. Xxxxxxxx without Good Reason, Company
shall pay the following amounts to Xx. Xxxxxxxx:
(1) any accrued but unpaid Base Salary (as determined pursuant to Section 3) for
services rendered to the date of termination;
(2) any incurred but unreimbursed expenses required to be reimbursed pursuant to Sections 5(a)
or 5(b), payable within thirty (30) days following Xx. Xxxxxxxx’x submission of vouchers in
accordance with Company’s standard business procedures; and
(3) any vacation accrued and unused to the date of termination.
(c) In the event that Xx. Xxxxxxxx’x employment hereunder is terminated by Company without
Cause pursuant to Section 6 (d), by Xx. Xxxxxxxx with Good Reason pursuant to Section 6(e), or by
Company pursuant to Section 6(c)(6), Company shall pay the following amounts to Xx. Xxxxxxxx:
(1) any accrued but unpaid Base Salary (as determined pursuant to Section 3) for services
rendered to the date of termination;
(2) any incurred but unreimbursed expenses required to be reimbursed pursuant to Sections 5(a)
or 5(b), payable within thirty (30) days following Xx. Xxxxxxxx’x submission of vouchers in
accordance with Company’s standard business procedures;
(3) any vacation accrued and unused to the date of termination;
(4) continued payments of Base Salary until the earlier of (i) the expiration of the Term or
(ii) the one year anniversary of the date of termination of Xx. Xxxxxxxx’x employment, payable in
installments in accordance with Company’s standard payroll practices. Except as otherwise required
by law, the payment of any amounts pursuant to this Section 7(c)(5) shall be due and payable only
after the delivery by Xx. Xxxxxxxx to Company of a release in form and substance reasonably
satisfactory to Company of any and all claims Xx. Xxxxxxxx may have against Company and its
directors, officers, employees, subsidiaries, affiliates, stockholders, successors, assigns, agents
and representatives as of the date of such release arising out of or related to Xx. Xxxxxxxx’x
employment by Company and the termination of such employment.
(d) The benefits to which Xx. Xxxxxxxx may be entitled upon termination pursuant to the plans,
policies and arrangements referred to in Section 5(b) will be determined and paid in accordance
with the terms of those plans, policies and arrangements.
(e) Except as may be provided under this Agreement, under the terms of any incentive
compensation, employee benefit, or fringe benefit plan applicable to Xx. Xxxxxxxx at the time of
termination of Xx. Xxxxxxxx’x employment prior to the end of the Term, Xx. Xxxxxxxx will not be
entitled to receive any other compensation, or to participate in any other plan, arrangement or
benefit, with respect to any future period after his termination or resignation.
8. Proprietary Information.
(a) Xx. Xxxxxxxx acknowledges that during the course of his employment with Company he will
necessarily have access to and make use of proprietary information and confidential records of
Company and its affiliates. Xx. Xxxxxxxx shall not during the Term or at any time thereafter
directly or indirectly use for his own purpose or for the benefit of any person or entity other
than Company or it affiliates, nor otherwise disclose any proprietary information
to any person or entity, unless that disclosure has been authorized in writing by Company or is
otherwise required by law.
(b) Xx. Xxxxxxxx understands that subject to Section 8(c), the term
“proprietary information” includes, but is not limited to, the following:
(1) the name and address of any customer or vendor of Company or
any of its affiliates, including without limitation any information concerning the
transactions
with such customers and vendors, buying and selling requirements of such customers and
vendors, or their criteria or habits, or Company’s relations with any such customer or vendor,
including credit policies, all of which constitutes Company’s trade secrets;
(2) any information concerning any product, technology, or procedure
employed by Company or its affiliates but not generally known to their customers, vendors or
competitors, or under development by or being tested by Company or its affiliates, but not at
the
time offered generally to customers or vendors;
(3) any information relating to Company’s or its affiliates computer
software, computer systems, pricing or marketing methods, sales margins, credit policies, cost
of
goods, cost of material, capital structure, operating results, borrowing arrangements or
business
plans;
(4) any information which is generally regarded as confidential or
proprietary in any line of business engaged in by Company or its affiliates;
(5) any business plans, budgets, advertising or marketing plans of
Company or its affiliates;
(6) any information contained in any of Company’s or its affiliates
written or oral policies and procedures or manuals;
(7) any information belonging to customers, vendors or affiliates of
Company or any other person or entity which Company has agreed to hold in confidence;
(8) any inventions, innovations or improvements covered by this
Agreement;
(9) salary, staffing, employment and contractor information of
Company or its affiliates; and
(10) all materials relating to or embodying any of the foregoing,
whether in a handwritten, printed, graphic, video, audio, electronic or other medium.
(c) Xx. Xxxxxxxx acknowledges that information that is not novel or
copyrighted or patented may nonetheless be proprietary information.
(d) The term “proprietary information” does not include information generally
available to and known by the public or information that is or becomes available to Xx.
Xxxxxxxx on a non-confidential basis from a source other than Company or its affiliates or
their respective directors, officers, employees, partners, principals or agents (other than as a
result of a breach of any obligation of confidentiality).
(e) Xx. Xxxxxxxx acknowledges and agrees that the unauthorized sale or use
of Company’s proprietary information constitutes such unfair
competition. Xx. Xxxxxxxx
covenants and agrees not to engage in any unfair competition with Company either during the
Term or any time thereafter.
(f) Xx. Xxxxxxxx acknowledges and agrees that no employee of Company,
including himself, has any private space within Company’s premises.
9. Surrender of Records. All proprietary information is and will remain the sole and
exclusive property of Company (or its affiliates, as the case may be) during the Term and
thereafter. Following termination of his employment hereunder for any reason, Xx. Xxxxxxxx
may not retain any proprietary information, nor any copies thereof and shall promptly return
to
Company any proprietary information and all copies thereof in his possession or control.
10. Intellectual Property. All inventions, innovations (including, without
limitation,
policies, procedures, products, improvements, software, ideas and discoveries, whether
patents,
copyrights, trademarks, service xxxx, or otherwise) conceived or made by Xx. Xxxxxxxx, either
alone or jointly with others, in the course of his employment by Company, and any derivatives
of
any such inventions, innovations, or improvements, belong to Company. Xx. Xxxxxxxx shall
promptly disclose to Company in writing all such inventions, innovations or improvements and
perform all actions reasonably requested by Company to establish and confirm ownership by
Company, including, but not limited to, cooperating with and assisting Company in obtaining
patents, copyrights, trademarks, or service marks for Company in the United States and in
foreign countries.
11. Confidentiality. Xx. Xxxxxxxx shall keep confidential the terms of this
Agreement. This provision does not prohibit Xx. Xxxxxxxx from providing this information to
his attorneys or accountants for purposes of obtaining legal or tax advice or as otherwise
required
by law. Company shall not disclose the terms of this Agreement except as necessary in the
ordinary course of its business or as required by law.
12. Enforcement. Xx. Xxxxxxxx acknowledges that, by virtue of his position, his
services and access to and use of confidential records and proprietary information, any
violation
by him of any of the undertakings contained in Sections 8 through 11 may cause Company
immediate, substantial and irreparable injury for which it has no adequate remedy at law.
Accordingly, Xx. Xxxxxxxx consents to Company and its affiliates seeking entry of an
injunction
or other equitable relief from a court of competent jurisdiction restraining any violation or
threatened violation of any undertaking contained in Sections 8 through 11. Xx. Xxxxxxxx
waives posting by Company of any bond otherwise necessary to secure any such injunction or
other equitable relief. Rights and remedies provided for in this Section 12 are cumulative
and
shall be in addition to rights and remedies otherwise available to the parties hereunder or
under
any other agreement or applicable law.
13. Notices. Every notice or other communication required or contemplated by this
Agreement must be in writing and sent by one of the following methods: (1) personal delivery,
in which case delivery is deemed to occur the day of delivery; (2) certified or registered mail,
postage prepaid, return receipt requested, in which case delivery is deemed to occur the day it is
officially recorded by the U.S. Postal Service as delivered to the intended recipient; or (3)
next-day delivery to a U.S. address by recognized overnight delivery service such as Federal
Express, in which case delivery is deemed to occur one business day after being sent. In each case,
a notice or other communication sent to a party must be directed to the address for that party set
forth below, or to another address designated by that party by written notice:
If to Company, to:
A-XXXX PRECIOUS METALS, INC.
c/o Spectrum Numismatics International, Inc.
00000 Xxxxx, Xxxxx 000
Xxxxxx, Xxxxxxxxxx 00000
Attention: Xxxxxxx X. Xxxxxxx
c/o Spectrum Numismatics International, Inc.
00000 Xxxxx, Xxxxx 000
Xxxxxx, Xxxxxxxxxx 00000
Attention: Xxxxxxx X. Xxxxxxx
With a copy to:
XXXXXX XXXXX XXXXXXXX & XXXXXXX LLP
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxx X. Xxxxxxxxx, Esq.
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxx X. Xxxxxxxxx, Esq.
and with a copy to:
XXXX & XXXXX, LLP
00000 Xxxxxxx Xxxxx Xxxxxxx
Xxxxx X000
Xxxxxx, XX 00000-0000
Attention: Xxxxxxx Xxxx, Esq.
00000 Xxxxxxx Xxxxx Xxxxxxx
Xxxxx X000
Xxxxxx, XX 00000-0000
Attention: Xxxxxxx Xxxx, Esq.
If
to XX. XXXXXXXX, to:
| XXXX XXXXXXXX | ||||
| With a copy to: |
||||
| Attention: | ||||
14. Assignability; Binding Effect. This Agreement is a personal contract calling for
the provision of unique services by Xx. Xxxxxxxx, and Xx. Xxxxxxxx’x rights and obligations
hereunder may not be sold, transferred, assigned, pledged or hypothecated. In the event of any
attempted assignment or transfer of rights or obligations hereunder by Xx. Xxxxxxxx contrary
to
the provisions of this Agreement (other than any assignment or transfer rights as may be
required
by law), Company will have no further liability for payments under this Agreement. The rights
and obligations of Company under this Agreement bind and run in favor of the successors and
assigns of Company. Company may assign this Agreement or any or all of Company’s rights and
obligations hereunder without the prior consent of Xx. Xxxxxxxx.
15. Complete Understanding. Except for the Stock Option Agreement attached
hereto, this Agreement constitutes the complete understanding between the parties with respect
to the employment of Xx. Xxxxxxxx by Company and supersedes all prior agreements and
understandings, both written and oral, between the parties with respect to the subject matter
of
this Agreement, including, without limitation, the Existing Agreement.
16. Amendments; Waivers. This Agreement may not be amended except by an
instrument in writing signed on behalf of Company and Xx. Xxxxxxxx. No waiver by any party
of any breach under this Agreement will be deemed to extend to any prior or subsequent breach
or affect in any way any rights arising by virtue of any prior or subsequent such occurrence.
Waiver by either party of any breach by the other party will not operate as a waiver of any
other
breach, whether similar to or different from the breach waived. No delay on the part of
Company or Xx. Xxxxxxxx in the exercise of any of their respective rights or remedies will
operate as a waiver of that right.
17. Severability. If any provision of this Agreement or its application to any person
or circumstances is determined by any court of competent jurisdiction to be unenforceable to
any
extent, that unenforceable provision will be deemed eliminated to the extent necessary to
permit
the remaining provisions to be enforced, and the remainder of this Agreement, or the
application
of the unenforceable provision to other persons or circumstances, will not be affected
thereby. If
any provision of this Agreement, or any part thereof, is held to be unenforceable because of
the
scope or duration of or the area covered by that provision, the court making that
determination
shall reduce the scope, duration of or area covered by that provision or otherwise amend the
provision to the minimum extent necessary to make that provision enforceable to the fullest
extent permitted by law.
18. Survivability. The provisions of this Agreement that by their terms call for
performance subsequent to termination of Xx. Xxxxxxxx’x employment hereunder, or of this
Agreement, will survive such termination.
19. Governing Law. This Agreement is governed by the laws of the State of
California, without giving effect to principles of conflict of laws.
20. Binding
Arbitration. (a) Any controversy, dispute or claim arising out of or
relating to the interpretation, performance or breach of this Agreement or Xx. Xxxxxxxx’x
employment or termination of employment hereunder shall be resolved by binding arbitration, at
the request of either party, in Los Angeles County, California, in accordance with the rules
of the
American Arbitration Association then in effect. The arbitrators shall have the power to grant
all
legal and equitable remedies and award compensatory damages provided by California law. The
arbitrators shall issue a statement of findings of facts. The arbitrators shall be deemed to have
“exceeded his powers” for purposes of California Code of Civil Procedure Sections 1286.2 or 1286.6
if they commit errors of law or legal reasoning. The award of the arbitrators may be vacated or
corrected pursuant to California Code of Civil Procedure. If for any reason a court of competent
jurisdiction refuses to review the arbitration award for errors of law or legal reasoning, at the
request of either party, a three-person private review panel shall hear such matters. Each of the
parties shall select one member of the private review panel, and these two panel members shall
select the third member of the panel. Any judgment upon any award rendered by the arbitrator(s)
may be entered in any court of competent jurisdiction. In the event of any such arbitration, the
prevailing party shall be entitled to receive, in addition to any award or judgment, full costs,
including reasonable attorneys’ fees and costs incurred in connection with such proceeding or
arbitration.
(b) Notwithstanding the foregoing, any action or proceeding (1) seeking injunctive relief
pursuant to Section 12 hereof, (2) arising in connection with an arbitration proceeding brought
under clause (i) above, or (3) relating to any matter which is not legally arbitrable for any
reason, shall be instituted and prosecuted in the state courts of the State of California, County
of Los Angeles, or the federal district court in and for the Central District of California located
in Los Angeles, and each party waives the right to change the venue.
[Remainder of page intentionally left blank.]
IN WITNESS WHEREOF, the undersigned have executed and delivered, or caused to be
executed and delivered by an authorized representative, this EMPLOYMENT AGREEMENT on
the date stated in the introductory clause.
| “Company” A-XXXX PRECIOUS METALS, INC. A New York Corporation |
||||
| By: | /s/ Xxxx Xxxxxx | |||
| Name: | XXXX XXXXXX | |||
| Title: | CEO | |||
| “Xx. Xxxxxxxx” | ||||
| /s/ Xxxx Xxxxxxxx
|
||||
[Signature Page — Gjerdrum Employment Agreement]
