EXHIBIT 10.1
EMPLOYMENT AGREEMENT
This Employment Agreement is made and entered into this first day of July, 2000
by and between DHB Capital Group Inc., a Delaware corporation, having its
principal office located at 000 Xxxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxx Xxxx 00000
(hereafter called the "Employer"), and Xxxxx X. Xxxxxx, who resides at 00 Xxx
Xxxxxx Xxxx, Xxx Xxxxxxxx, Xxx Xxxx, 00000, (hereafter called the "Employee").
A. Employer is in the business of managing operating companies it currently
owns and of acquiring other businesses.
B. Employer desires to employ Employee and Employee desires to be employed
by Employer, upon terms and conditions hereafter set forth.
In consideration of the mutual covenants set forth, it is hereby agreed as
follows:
1. EMPLOYMENT AND DUTIES: Employer agrees to Employ Employee as Chief Executive
Officer and Employee agrees to serve Employer in such capacity and to engage
in those duties which might reasonable be required of a Chief Executive
Officer including but not limited to overseeing operations, Evaluating
acquisition candidates and generally doing all the things for the best
interest of the Employer, subject to the Direction of the Board of Directors.
2. TERM: Employee's employment hereunder shall be for a period of five (5) years
unless terminated pursuant to Section 8 hereof (the "term") commencing the
date here written (the "Commencement Date"). Employee will have the option of
extending this Agreement for an additional five-year period upon the terms
and conditions contained herein. The Employee shall notify the Employer not
later than six months prior to the expiration of the initial five-year term.
3. DEVOTION AND ATTENTION: Throughout the term of his employment, employee shall
devote the time necessary to carry out the duties, which commensurate with
the Employee's position and to the business affairs of the Employer.
4. COMPENSATION AND BENEFITS: Employee shall receive the following compensation
and benefits for services rendered.
4.1 SALARY. Effective as of the commencement Date, the Employee's annual
compensation shall be at a base rate of Five Hundred Thousand dollars
($500,000) per annum, payable semi-monthly. The base rate shall increase
Fifty thousand dollars ($50,000) each year on the anniversary of the
Commencement Date.
4.2 BONUS. In addition to the aforementioned salary, the employee shall be
entitled to an signing bonus of 750,000 Seven Hundred Fifty Thousand DHB
Capital Group Inc. warrants exercisable at $1.00 per share which will Expire
July 1, 2010. Additionally the employee shall be entitled to an annual bonus
of Seven Hundred Fifty Thousand DHB Capital Group Inc. warrants granted every
anniversary year and exercisable at $1.00 per share, which will expire July
1, 2010. All warrants issued shall be with full anti-dilution clauses.
4.3 VACATION.. During the term hereof, employee shall be entitled to such
vacation during the calendar year as the Board of Directors shall specify,
but in no events shall the Employee be entitled to less than six (6) weeks
paid vacation during the year of employment.
4.4 FRINGE BENEFITS. In addition to all other compensation to be provided the
Employee pursuant to this paragraph 4. Employee shall be entitled to receive
or participate in any fringe benefit, which are or may be provided by the
employer to its other officers and or its employees. Such benefits are to
include health benefits for Employee and his family and life insurance. The
Employer owns companies in New York, Florida, Belgium and Tennessee and the
Employee is expected to spend considerable time in all locations, therefore
the Employer shall pay the expenses associated with the Employee's Florida
residence. The Employer shall provide a car and driver For the Employee in
all locations.
4.5 The employee is to utilize his residences to conduct business for the
Employer and in this pursuit incurs expenses that will be paid by the
Employer (i.e. telephone, information services, delivery services and
Entertainment expenses etc.)
5. TERMINATION: Causes for Termination.
a) If during the Term of this Agreement the Employee is unable,
by Reason of physical or mental disability, to carry out or perform
the duties required of him hereafter or a period of at least six (6)
consecutive months, the Employer shall have the option, exercisable
at such time or any time later during the continuance of such
disability, to pay the Employee six (6) months salary and prorated
bonus, to
terminated on written notice, which date shall be no sooner than
thirty days (3) days after the date of notice given.
b) Upon the death of the employee.
c) Because of any illegal conduct which adversely affects the goodwill
or business position of the employer. In such event the Employer
shall have the option, upon written notice to notify the Employee.
The Employee shall gave seven (7) days to cure.
6. ENFORCEABILITY: If any of this Agreement would be deemed to be invalid or
unenforceable for any reason, including, without limitation, the geographic
or business scope or the duration thereof, such provision shall be construed
in such a way as to make it valid to enforce to the maximum extent as
possible. Any invalidity or unenforceability of any provision of this
Agreement shall attache only to such provision and shall not effect or render
invalid or unenforceable any other provision of this agreement or instrument.
7. NOTICES: All notices, requests, demands and other communications required or
permitted to be given under this agreement shall be in writing and shall be
deemed sufficiently given when serviced personally on the party to whom
notice is given one (1) business day after delivery by a reputable overnight
courier, four (4) business days if mailed to the party to whom the notice was
given, by first class mail, registered or certified, return receipt
requested, postage prepaid, or when sent by telecopy with a copy following by
hand or overnight courier or mailed registered or certified, return receipt
requested, postage prepaid and properly addressed as follows:
To Employer: DHB Capital Group, Inc.
000 Xxxxxxxx Xxxxxx
Xxxxx Xxxxx, XX 00000
To Employee: Xxxxx X. Xxxxxx
00 Xxx Xxxxxx Xxxx
Xxx Xxxxxxxx, XX 00000
8. ENTIRE AGREEMENT/MODIFICATION: This agreement constitutes the full and
complete agreement and understanding between the parties hereto and
supersedes any and all similar agreements heretofore executed.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date first written.
/s/ XXXX XXXXXXXX /s/ XXXXX XXXXXX
________________________ ____________________________
Xxxx Xxxxxxxx, Director, Xxxxx Xxxxxx
Compensation committee Employee
Witness:
/s/ XXXX XXXXXXXX
____________________________
Xxxx Xxxxxxxx
