EXHIBIT 10.6
EMPLOYMENT AGREEMENT
This Agreement is made and effective this 1st day of October 2008 by Famous
Records Corp., a Florida corporation, with its principal place of business at
000 X. Xxxxxxxx Xxx. # 0000 Xxxxxxx, XX 00000 ("FAMOUS"), and Xxxxxxx Xxxxxxx,
whose address is 0000 Xxxxx Xxxxx Xxxxx # 000 Xxxxx Xxxxxxx, XX 00000
("Xxxxxxx")
WHEREAS, FAMOUS's primary business objective consists of the production
and distribution of recorded music (the "Business"); and
WHEREAS, FAMOUS wishes to retain Xxxxxxx, and Xxxxxxx wishes to be
retained in such capacity and perform certain services for FAMOUS, to promote
the interests of the business;
NOW THEREFORE, in consideration of the promises contained herein, and
for other good and valuable consideration, the receipt and sufficiency of which
are acknowledged by each party, the parties, intending to be legally bound,
hereby agree as follows:
1. The above recitals are true and correct and incorporated herein by
reference.
2. FAMOUS hereby retains Xxxxxxx as President and Xxxxxxx hereby
accepts such engagement, under the conditions and requirements specified herein,
as an employee of FAMOUS, with such duties and responsibilities as may
reasonably be assigned pursuant to this Agreement.
3. Xxxxxxx'x principal duties shall include President and such other
responsibilities as may be reasonably designated by FAMOUS's Board of Directors
to enhance and promote the Business.
4. Xxxxxxx shall work a minimum of 35 hours per week commencing October
1st 2008 at compensation of $ 4000 per month which shall be paid from operating
capital and not investment capital use of proceeds with FAMOUS providing
suitable working conditions. Xxxxxxx shall receive 1,230,942 shares of The Next
Pop Star, Inc. common stock ("TNPS") currently representing 20% of TNPS common
stock provided, however, that the stock shall be subject to forfeiture on a pro
rata basis in the event Xxxxxxx does not remain employed by FAMOUS for a period
of three (3) years.
5. Xxxxxxx acknowledges that this Employment Agreement is "at will,"
and the parties agree that this agreement may be terminated by either party upon
two (2) months written notice if "without cause" (for any reason whatsoever).
FAMOUS shall also have the right to terminate this agreement "for cause." For
purposes of this agreement, "cause" shall include the inability of Xxxxxxx,
through sickness, absence or other incapacity, to perform the duties required
under this agreement for a period in excess of one (1) month; the refusal of
Xxxxxxx to follow the directions of FAMOUS board of directors or executive
officers; dishonesty; theft; or conviction of a crime.
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6. Xxxxxxx acknowledges that he will have access to significant
Confidential and Propriety Information of FAMOUS including client and vendor
names, FAMOUS talent development services and techniques, and any information,
formula, pattern, compilation, program, device, method, technique, or process
that: (a) derives independent economic value, actual or potential, from not
being generally known to, and not being readily ascertainable by proper means
by, other persons who can obtain economic value from its disclosure or use; and
(b) is the subject of efforts that are reasonable under the circumstances to
maintain its secrecy. Xxxxxxx further acknowledges that all such Confidential
and Propriety Information is of unique and great value to FAMOUS, and is
essential to FAMOUS preservation of its Business and goodwill. Accordingly,
Xxxxxxx agrees that all such Confidential and Propriety Information will be
acquired under circumstances giving rise to a duty to maintain its secrecy or
limit its use, and that Xxxxxxx will not misappropriate, or otherwise disclose
(directly or indirectly) to any third party without the written permission of
FAMOUS, any such Confidential and Propriety Information. In the event Xxxxxxx is
required to make disclosure pursuant to any state or federal law or pursuant to
proper court or similar governmental order, Xxxxxxx shall provide FAMOUS with at
least twenty (20) days' prior written notice of such required disclosure so that
FAMOUS may take such actions, as it may deem necessary or appropriate. This
provision shall survive termination of this agreement for a period of one (1)
year.
7. Xxxxxxx further agrees that any and all products, designs, talent
development techniques, art works and work product of any nature whatsoever
developed by Xxxxxxx or anyone at FAMOUS, whether or not during working hours
and which has or may have applicability to any aspect of FAMOUS's Business, as
determined by FAMOUS in its sole discretion (collectively "Work Product"), shall
be the sole and exclusive property of FAMOUS, and Xxxxxxx hereby irrevocably
conveys to FAMOUS all of Xxxxxxx'x right, title and interest in and to all Work
Product which may be developed during his employ by FAMOUS.
8. Xxxxxxx agrees that while this agreement is in effect and for a
period of one (1) year following termination hereof, Xxxxxxx will not in any way
compete with the Business of FAMOUS within one-hundred (100) miles of FAMOUS
and/or FAMOUS affiliated entities offices and facilities, including that Xxxxxxx
will not solicit any current of former employees of or any of FAMOUS's actual or
prospective clients, vendors, licensees, songwriters, song producers, song
promoters, album distributors, etc...
9. Time is of the essence of this agreement. This agreement is made in
the State of Florida and shall be governed by Florida law. This is the entire
agreement between the parties and may not be modified or amended except by a
written document signed by the party against whom enforcement is sought. This
agreement may be signed in more than one counterpart (including by facsimile),
in which case each counterpart shall constitute an original of this agreement.
Any paragraph headings are for convenience only and are not intended to expand
or restrict the scope or substance of the provisions of this agreement. Wherever
used herein, the singular shall include the plural, the plural shall include the
singular, and pronouns shall be
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read as masculine, feminine or neuter as the context requires. The provisions of
this agreement shall be deemed severable, in whole or in part. Any dispute
arising out of or relating to this agreement will be resolved in the courts of
Broward County, Florida, and the prevailing party shall be entitled to
reasonable costs and attorney's fees. This agreement is a personal services
contract and may not be assigned by Xxxxxxx without the prior written consent of
FAMOUS.
10. Nothing in this Agreement shall be construed or shall constitute a
partnership, joint venture, agency, or lessor-lessee relationship; but, rather,
the relationship established hereby is that of an employee of FAMOUS.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first written above.
Famous Records Corp. Xxxxxxx Xxxxxxx
/s/ Xxxxxxx Xxxxxxx /s/ Xxxxxxx Xxxxxxx
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By: Xxxxxxx Xxxxxxx By: Xxxxxxx Xxxxxxx
President
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