EXHIBIT 10.29
THIS
EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of January
3, 2005 (the “Hire Date”), by and between MASTEC, INC., a
Florida corporation (the “Company”), and XXXXXXX X. XXXXXXX
(“Employee”).
Recitals
The
Company desires to employ Employee and Employee desires to be employed by the Company on
the terms and subject to the conditions set forth in this Agreement.
ACCORDINGLY,
in consideration of the mutual covenants and agreements set forth in this Agreement, and
for other good and valuable consideration, the receipt and adequacy of which are
acknowledged, the Company and Employee agree as follows:
Terms
1.
Employment. The Company employs Employee and Employee accepts such
employment and agrees to perform the services specified in this Agreement, upon
the terms and subject to the conditions set forth in this Agreement.
2.
Term.
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a. General.
The term of Employee’s employment under this Agreement will be for two
(2) year from the Hire Date through January 2, 2007, unless earlier
terminated in accordance with this Agreement (the “Term”). |
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b. Renewal. The
Company shall advise the Employee of the Company’s intention to renew or
extend Employee’s employment on June 2, 2006, six months prior to the last
day of the Term of this Agreement. If the Company advises the Employee that the
Company intends to renew or extend Employee’s employment, and the Employee
agrees to renewal, the parties shall execute a renewed, extended or replacement
Employment Agreement within thirty (30) days from the date the Company advises
Employee that the Company intends to renew or extend Employee’s
employment. If the Company advises the Employee that the Company does not
intend to renew or extend Employee’s employment, Employee, on completion
of the initial Term set out in Section 2(a), shall be entitled to severance as
set out in Section 11(f) herein, |
3.
Duties.
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a. Position. During
the Term, Employer will serve as Chief Operations Officer for the Company with
oversight responsibility for the Energy, Intelligent Traffic Signals and
Broadband divisions of the Company. Subject to the direction of the Chief
Executive Officer (CEO), Employee will perform all duties commensurate with his
position and as may otherwise be assigned to him by the CEO or the Board of
Directors of the Company. If requested by the Company, Employee will serve as
an officer or director of any subsidiary of the Company, without additional
compensation; provided however, that if Employee is asked to serve as a
director of any subsidiary of the Company, Employee may resign or refuse to
accept such appointment without causing a breach of this Agreement by Employee.
If asked to serve as an officer or director of a subsidiary of the Company,
Employee will be provided those officer and director indemnifications provided
to other officers and directors of the Company and any such subsidiary. |
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b. Full
Time and Attention. During the Term, Employee will devote his
full business time and energies to the business and affairs of the Company and
will use his best efforts, skills and abilities solely to promote the interests
of the Company and to diligently and competently perform his duties, all in a
manner in compliance with all applicable laws and regulations and in accordance
with applicable policies and procedures adopted or amended from time to time by
the Company, including, without limitation, the 2000 Personal Responsibility
Code, a copy of which Employee acknowledges having received. Employee’s
primary place of employment shall be at the Company’s primary place of
business in Miami-Dade County, Florida; however, Employee agrees and
acknowledges that a material part of the time devoted to his duties and
position hereunder will require that Employee travel on behalf of the Company. |
4.
Compensation and Benefits.
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a. Base
Salary During the first year of the Term, Employee will be paid, as
compensation for services rendered pursuant to this Agreement and Employee’s
observance and performance of all of the provisions of this Agreement, the
amount of Three Hundred Thousand and No/100 Dollars ($300,000.00) per annum
(the “Base Salary”). During the second year of the Term,
Employee will be paid a Base Salary of Three Hundred Fifty Thousand and No/100
Dollars ($350,000.00) per annum. The Base Salary will be payable in accordance
with the normal payroll procedures of the Company as in effect from time to
time. |
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b. Benefits. During
the Term, Employee will be entitled to participate in or benefit from, in
accordance with the eligibility and other provisions thereof, such life,
health, medical, accident, dental and disability insurance and such other
benefit plans as the Company may make generally available to, or have in effect
for, other employees of the Company at the same general level as Employee. The
Company retains the right to terminate or amend any such plans from time to
time in its sole discretion. |
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c. Performance
Bonus. Employee shall be entitled to participate in the Company’s
bonus plan for senior management (the “SMBP”). |
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d. Stock
Options. Subject to the approval of the Compensation Committee of the
Board of Directors of the Company, Employee shall receive 40,000options on the
effective date of this Agreement. |
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e. Expenses. The
Company will reimburse Employee, in accordance with the Company’s expense
reimbursement policies as may be established from time to time by the Company,
for all reasonable travel and other expenses actually incurred or paid by him
during the Term in the performance of his services under this Agreement, upon
presentation of expense statements or vouchers or such other supporting
information as the Company may require. |
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f. Withholding. All
payments under this Agreement will be subject to applicable taxes and required
withholdings. |
5.
Representations of Employee. Employee represents and warrants that
he is not, (i) a party to any enforceable employment agreement or other
arrangement, whether written or oral, with any past employer, that would prevent
or restrict Employee’s employment with the Company; (ii) a party to or
bound by any agreement, obligation or commitment, or subject to any restriction,
including, but not limited to, confidentiality agreements, restrictive covenants
or non-compete and non-solicitation covenants, except for agreements with the
Company or its affiliates; or (iii) involved with any professional endeavors
which in the future may possibly adversely affect or interfere with the business
of the Company, the full performance by Employee of his duties under this
Agreement or the exercise of his best efforts hereunder.
6.
Confidentiality.
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a. Confidentiality
of this Agreement. Employee acknowledges that the provisions of this
Agreement are highly confidential and that disclosure of this Agreement or its
terms would be extremely prejudicial to the Company. Accordingly, neither the
Company nor Employee will disclose the terms of this Agreement to any other
person or entity (other than immediate family and financial and legal advisors
with a need-to-know and who agree to the confidentiality provisions of this
Agreement) without the prior written consent of the other party, except that
(i) the Company may disclose this Agreement or its terms if in the reasonable
opinion of counsel for the Company such disclosure is required by applicable
law or regulation; and, (ii) Employee may disclose this Agreement in court
filings or pleadings by Employee to enforce its terms and conditions or as
otherwise may be necessary to comply with the requirements of law, after
providing the Company with not less than five (5) days prior written notice of
Employee’s intent to disclose. |
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b. Confidential
Information. Employee acknowledges that as a result of his employment
with the Company, Employee will gain knowledge of, and access to, proprietary
and confidential information and trade secrets of the Company and its
subsidiaries and affiliates, including, without limitation, (1) the identity of
customers, suppliers, subcontractors and others with whom they do business; (2)
their marketing methods and strategies; (3) contract terms, pricing, margin,
cost information and other information regarding the relationship between them
and the persons and entities with which they have contracted; (4) their
services, products, software, technology, developments, improvements and
methods of operation; (5) their results of operations, financial condition,
projected financial performance, sales and profit performance and financial
requirements; (6) the identity of and compensation paid to their employees,
including Employee; (7) their business plans, models or strategies and the
information contained therein; (8) their sources, leads or methods of obtaining
new business; and (9) all other confidential information of, about or
concerning the business of the Company and its subsidiaries and affiliates
(collectively, the “Confidential Information”). Employee
further acknowledges that such information, even though it may be contributed,
developed or acquired by Employee, and whether or not the foregoing information
is actually novel or unique or is actually known by others, constitutes
valuable assets of the Company developed at great expense which are the
exclusive property of the Company or its subsidiaries and affiliates.
Accordingly, Employee will not, at any time, either during or subsequent to the
Term, in any fashion, form or manner, directly or indirectly, (i) use, divulge,
disclose, communicate, provide or permit access to any person or entity, any
Confidential Information of any kind, nature or description, or (ii) remove
from the Company’s or its subsidiaries’ or affiliates’ premises
any notes or records relating thereto, or copies or facsimiles thereof (whether
made by electronic, electrical, magnetic, optical, laser acoustic or other
means) except in the case of both (i) and (ii), (A) as reasonably required in
the performance of his services to the Company under this Agreement, (B) to
responsible officers and employees of the Company who are in a contractual or
fiduciary relationship with the Company and who have a need for such
information for purposes in the best interests of the Company, (C) for such
information which is or becomes generally available to the public other than as
a result of an unauthorized disclosure by Employee, and (D) or as otherwise
necessary to comply with the requirements of law, after providing the Company
with not less than five (5) days prior written notice of Employee’s intent
to disclose. Employee acknowledges that the Company would not enter into this
Agreement without the assurance that all Confidential Information will be used
for the exclusive benefit of the Company. |
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c. Return
of Confidential Information. Upon request by the Company, Employee will
promptly deliver to the Company all drawings, manuals, letters, notes,
notebooks, reports and copies thereof, including all originals and copies
contained in computer hard drives or other electronic or machine readable
format, all Confidential Information and other materials relating to the
Company’s business, including, without limitation, any materials
incorporating Confidential Information, which are in Employee’s possession
or control. |
7.
Intellectual Property. Any and all material eligible for copyright
or trademark protection and any and all ideas and inventions
(“Intellectual Property”), whether or not patentable, in any
such case solely or jointly made, developed, conceived or reduced to practice by
Employee (whether at the request or suggestion of any officer or employee of the
Company or otherwise, whether alone or in conjunction with others, and whether
during regular hours of work or otherwise) during the Term which arise from the
fulfillment of Employee’s duties hereunder and which may be directly or
indirectly useful in the business of the Company will be promptly and fully
disclosed in writing to the Company. The Company will have the entire right,
title and interest (both domestic and foreign) in and to such Intellectual
Property, which is the sole property of the Company. All papers, drawings,
models, data and other materials relating to any such idea, material or
invention will be included in the definition of Confidential Information, will
remain the sole property of the Company, and Employee will return to the Company
all such papers, and all copies thereof, including all originals and copies
contained in computer hard drives or other electronic or machine readable
format, upon the earlier of the Company’s request therefor, or the
expiration or termination of Employee’s employment hereunder. Employee will
execute, acknowledge and deliver to the Company any and all further assignments,
contracts or other instruments the Company deems necessary or expedient, without
further compensation, to carry out and effectuate the intents and purposes of
this Agreement and to vest in the Company each and all of the rights of the
Company in the Intellectual Property.
8.
Covenants.
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a. Non-Competition
and Non-Solicitation. Employee acknowledges and agrees that the Company’s
and its subsidiary and affiliated companies’ (collectively, the “Companies”)
telecommunications infrastructure services businesses (the “Business”)
are conducted throughout the United States of America and the Commonwealth of
Canada. Until one (1) year following the date of the termination of
Employee’s employment with the Company (the “Period of
Non-Competition”) and within the United States of America and the
Commonwealth of Canada (including their possessions, protectorates and
territories, the “Territory”), Employee will not (whether or not then
employed by the Company for any reason), without the Company’s prior
written consent: |
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(i) directly
or indirectly own, manage, operate, control, be employed by, act as agent,
consultant or advisor for, or participate in the ownership, management,
operation or control of, or be connected in any manner through the investment
of capital, lending of money or property, rendering of services or otherwise,
with, any business of the type and character engaged in and competitive with
the Business. For these purposes, ownership of securities of one percent (1%)
or less of any class of securities of a public company will not be considered
to be competition with the Business; |
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(ii) solicit,
persuade or attempt to solicit or persuade or cause or authorize directly or
indirectly to be solicited or persuaded any existing customer or client, or
potential customer or client to which the Companies have made a presentation or
with which the Companies have been having discussions, to cease doing business
with or decrease the amount of business done with or not to hire the Companies,
or to commence doing Business with or increase the amount of Business done with
or hire another company; |
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(iii) solicit,
persuade or attempt to solicit or persuade or cause or authorize directly or
indirectly to be solicited or persuaded the business of any person or entity
that is a customer or client of the Companies, or was their customer or client
within two (2) years prior to cessation of Employee’s employment by any of
the Companies or any of their subsidiaries, for the purpose of competing with
the Business; or |
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(iv) solicit,
persuade or attempt to solicit or persuade, or cause or authorize directly or
indirectly to be solicited or persuaded for employment, or employ or cause or
authorize directly or indirectly to be employed, on behalf of Employee or any
other person or entity, any individual who is or was at any time within six (6)
months prior to cessation of Employee’s employment by the Companies, an
employee of any of the Companies. |
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If
Employee breaches or violates any of the provisions of this Section 8, the running
of the Period of Non-Competition (but not of any of Employee’s obligations under
this Section 8) will be tolled with respect to Employee during the continuance of
any actual breach or violation. In addition to any other rights or remedies the Company
may have under this Agreement or applicable law, the Company will be entitled to receive
from Employee reimbursement for all attorneys’ and paralegal fees and expenses and
court costs incurred by the Companies in enforcing this Agreement and will have the right
and remedy to require Employee to account for and pay over to the Company all
compensation, profits, monies, accruals or other benefits derived or received, directly
or indirectly, by Employee from the action constituting a breach or violation of this Section
8. |
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b. Exceptions.
Telecommunications operators (such as Sprint, MCI, AT&T) cable
companies, communication equipment manufacturers, and other non construction or
installation customers of the Company shall not be considered engaged in and
competitive with the Business. |
9.
Reasonable Restrictions. The parties acknowledge and agree that
the restrictions set forth in Sections 6, 7 and 8 of this Agreement are
reasonable for the purpose of protecting the value of the business and goodwill
of the Companies. It is the desire and intent of the parties that the provisions
of Sections 6, 7 and 8 be enforced to the fullest extent permissible under the
laws and public policies applied in each jurisdiction in which enforcement is
sought. If any particular provisions or portions of Sections 6, 7 and 8 are
adjudicated to be invalid or unenforceable, then such section will be deemed
amended to delete such provision or portion adjudicated to be invalid or
unenforceable; provided, however, that such amendment is to apply only with the
respect to the operation of such section in the particular jurisdiction in which
such adjudication is made.
10.
Breach or Threatened Breach. The parties acknowledge and agree
that the performance of the obligations under Sections 6, 7 and 8 by Employee
are special, unique and extraordinary in character, and that in the event of the
breach or threatened breach by Employee of the terms and conditions of Sections
6, 7 or 8, the Companies will suffer irreparable injury and that monetary
damages would not provide an adequate remedy at law and that no remedy at law
may exist. Accordingly, in the event of such breach or threatened breach, the
Company will be entitled, if it so elects and without the posting of any bond or
security, to institute and prosecute proceedings in any court of competent
jurisdiction, in law and in equity, to obtain damages for any breach of Sections
6, 7 or 8 or to enforce the specific performance of this Agreement by Employee
or to enjoin Employee from breaching or attempting to breach Sections 6, 7 or 8.
In the event the Company believes that the Employee has breached Employee’s
obligations under Sections 6, 7 or 8, or threatens to do so, it shall promptly
provide the Employee written notice of such belief setting forth the basis for
its belief and, (unless under exigent circumstances, as determined by the
Company at its sole discretion, it would harm the Company to delay the
institution of legal proceedings) five (5) business days to respond to the
notice, prior to the initiation of legal proceedings.
11.
Termination. This Agreement and Employee’s employment under
this Agreement may be terminated upon the occurrence of any of the events
described in, and subject to the terms of, this Section 11:
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a. Death. Immediately
and automatically upon the death of Employee. |
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b. Disability. At
the Company’s option, immediately upon written notice if Employee suffers
a “permanent disability,” meaning any incapacity, illness or
disability of Employee which renders Employee mentally or physically unable to
perform his duties under this Agreement for a continuous period of sixty (60)
days, or one hundred twenty (120) days (whether or not consecutive), during the
Term, as reasonably determined by the Company. |
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c. Termination
for Cause. At the Company’s option, immediately upon notice to
Employee, upon the occurrence of any of the following events (each “Cause”),
(i) Employee being convicted of any felony (whether or not against the Company
or its subsidiaries or affiliates); (ii) a material failure of Employee to
perform Employee’s responsibilities after ten (10) days’ written
notice given by an Executive Officer to Employee, which notice shall identify
the Employee’s failure in sufficient detail and grant Employee an
opportunity to cure such failure within such ten (10) day period (“Notice”);
(iii) a breach by Employee of any of his obligations under Sections 6, 7 or 8;
(iv) any material act of dishonesty or other misconduct by Employee against the
Company or any of its subsidiaries or affiliates; (v) a material violation by
Employee of any of the policies or procedures of the Company or any of its
subsidiaries or affiliates, including without limitation the 2000 Personal
Responsibility Code, provided, however, that if such violation is curable,
then Employee will be given ten (10) days’ written Notice and the
opportunity to cure such violation; or (vi) Employee voluntarily terminates
this Agreement or leaves the employ of the Company or its subsidiaries or
affiliates for any reason, other than Good Reason. |
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d. Termination
Without Cause. At the Company’s option for any reason, or
no reason, upon five (5) days’ notice to Employee given by the CEO. |
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e. Termination
with Good Reason. At Employee’s option, upon not less than fifteen
(15) business days’ written notice to the Company, and the Company’s
failure to cure within such fifteen (15) business days, upon the occurrence of
any of the following events (each “Good Reason”) (i) the
material diminution of, Employee’s position, duties, titles, offices and
responsibilities with the Company; (ii) a reduction or material delay in
payment of Employee’s compensation and benefits; (iii) a relocation of the
Company’s principal executive offices outside of Miami-Dade, Broward, Palm
Beach or Monroe Counties, Florida; or (iv) a breach of any other material
provision of this Agreement by the Company. |
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f. Payments
After Termination. If this Agreement and Employee’s employment
hereunder are terminated for the reasons set forth in Sections 11(a) or
11(b), then Employee or Employee’s estate will receive the Base
Salary and any Performance Bonus earned through the date of death or disability
to which Employee would have been entitled for the year in which the death or
disability occurred in accordance with the terms of this Agreement, and all of
Employee’s Stock Options shall immediately vest. If the Company terminates
this Agreement and Employee’s employment hereunder for the reasons set
forth in Section 11(c)(i-vi), then (i) Employee will receive his Base
Salary through the date of termination and (ii) Employee will forfeit any
entitlement that Employee may have to receive any performance bonus. If this
Agreement is terminated for the reason set forth in Section 11(d) or Section
11(e), then (i) Employee will receive his Base Salary, and benefits set
forth in Section 4(b) hereof (collectively, with the payment of the Base
Salary, the “Severance Benefits”), for a period of twelve (12)
months from the date of termination (the “Severance Period”).
If this Agreement is terminated by reason of the Company’s notice to
Employee that the Company does not intend to renew or extend Employee’s
employment, as allowed per Section 2(b), then Employee, on completion of the
initial term of this Agreement, will receive the Severance Benefits for a
period of six (6) months from the last day of the initial term of this
Agreement. The Severance Benefits shall be payable in accordance with the
Company’s payroll procedures and subject to applicable withholdings, and
(ii) Employee will forfeit any entitlement that Employee may have to receive
any performance bonus and provided however, upon payment by the Company of the
amounts described in this Section 11(f), Employee will not be entitled
to receive any further compensation or benefits from the Company whatsoever. |
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g. General.
Notwithstanding anything to the contrary set forth in this Agreement, the
provision of payments after termination in accordance with the provisions of Section
11(f) above, shall not be a bar to the Employee’s continued
entitlement from the Company of (i) reimbursements of proper expenses, (ii)
housing, automobile and expense allowances, (iii) vested benefit and welfare
entitlements; (iv) unemployment compensation, (v) workers compensation
benefits, (vi) accrued vacation time (if consistent with Company policy), (vii)
Base Salary through date of termination. |
12.
Miscellaneous.
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a. Survival. The
provisions of Sections 6, 7, 8, 10 and 11 will survive
the termination or expiration of this Agreement for any reason. |
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b. Entire
Agreement. This Agreement constitutes the entire agreement of the
parties pertaining to its subject matter and supersedes all prior or
contemporaneous agreements or understandings between the parties pertaining to
the subject matter of this Agreement, and there are no promises, agreements,
conditions, undertakings, warranties, or representations, whether written or
oral, express or implied, between the parties other than as set forth in this
Agreement. |
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c. Modification. This
Agreement may not be amended or modified, or any provision waived, unless in
writing and signed by both parties. |
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d. Waiver. Failure
of a party to enforce one or more of the provisions of this Agreement or to
require at any time performance of any of the obligations of this Agreement
will not be construed to be a waiver of such provisions by such party nor to in
any way affect the validity of this Agreement or such party’s right
thereafter to enforce any provision of this Agreement, nor to preclude such
party from taking any other action at any time which it would legally be
entitled to take. |
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e. Successors
and Assigns. This Agreement may not be assigned or the duties delegated
unless in writing and signed by both parties, except for any assignment by the
Company occurring by operation of law. Subject to the foregoing, this Agreement
will inure to the benefit of, and be binding upon, the parties and their heirs,
beneficiaries, personal representatives, successors and permitted assigns. |
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f. Notices. Any
notice, demand, consent, agreement, request, or other communication required or
permitted under this Agreement will be in writing and will be, (i) mailed by
first-class mail, registered or certified, return receipt requested, postage
prepaid, or (ii) delivered personally by independent courier to the parties at
the addresses as follows (or at such other addresses as will be specified by
the parties by like notice): |
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Xxxxxxx
X. Xxxxxxx
0000 XX 000xx Xxxxxxx
Xxxxxxxxx, Xxxxxxx 00000-0000
|
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If
to the Company, then to:
|
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MasTec,
Inc. 000 Xxxxxxx Xxxx, Xxxxx 0000
Xxxxx Xxxxxx, Xxxxxxx 00000
Attn: Legal Department
Facsimile: (000) 000-0000
|
Each party may designate by notice in
writing a new address to which any notice, demand, consent, agreement, request or
communication may thereafter be given, served or sent. Each notice, demand, consent,
agreement, request or communication that is mailed, hand delivered or transmitted in the
manner described above will be deemed received for all purposes at such time as it is
delivered to the addressee (with the return receipt, the courier delivery receipt or the
telecopier answerback confirmation being deemed conclusive evidence of such delivery) or
at such time as delivery is refused by the addressee upon presentation.
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g. Severability. If
any provision of this Agreement is held to be invalid or unenforceable by a
court of competent jurisdiction, then such invalidity or unenforceability will
not affect the validity and enforceability of the other provisions of this
Agreement and the provision held to be invalid or unenforceable will be
enforced as nearly as possible according to its original terms and intent to
eliminate such invalidity or unenforceability. |
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h. Counterparts. This
Agreement may be executed in any number of counterparts, and all counterparts
will collectively be deemed to constitute a single binding agreement. |
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i. Governing
Law; Venue. This Agreement will be governed by the laws of the State of
Florida, without regard to its conflicts of law principles.Employee consents to
the jurisdiction of any state or federal court located within Miami-Dade
County, State of Florida, and consents that all service of process may be made
by registered or certified mail directed to Employee at the address stated in
Section 12 (f) of this Agreement. Employee waives any objection which
Employee may have based on lack of personal jurisdiction or improper venue or
forum non conveniens to any suit or proceeding instituted by the Company
under this Agreement in any state or federal court located within Miami-Dade
County, Florida and consents to the granting of such legal or equitable relief
as is deemed appropriate by the court. This provision is a material inducement
for the Company to enter into this Agreement with Employee. |
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j. Participation
of Parties. The parties acknowledge that this Agreement and all matters
contemplated herein have been negotiated between both of the parties and their
respective legal counsel and that both parties have participated in the
drafting and preparation of this Agreement from the commencement of
negotiations at all times through execution. Therefore, the parties agree that
this Agreement will be interpreted and construed without reference to any rule
requiring that this Agreement be interpreted or construed against the party
causing it to be drafted. |
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k. Injunctive
Relief. It is possible that remedies at law may be inadequate and,
therefore, the parties will be entitled to equitable relief including, without
limitation, injunctive relief, specific performance or other equitable remedies
in addition to all other remedies provided hereunder or available to the
parties hereto at law or in equity. |
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l. Waiver
of Jury Trial. EACH OF THE COMPANY AND EMPLOYEE IRREVOCABLY WAIVES ALL
RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF
OR RELATING TO THE PROVISIONS OF THIS AGREEMENT. |
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m. Right
of Setoff. The Company will be entitled, in its discretion and in
addition to any other remedies it may have in law or in equity, to set-off
against any amounts payable to Employee under this Agreement or otherwise the
amount of any obligations of Employee to the Company under this Agreement that
are not paid by Employee when due. In the event of any such setoff, the Company
will promptly provide the Employee with a written explanation of such setoff,
and an opportunity to register a written protest thereof. |
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n. Descriptive
Headings. The descriptive headings herein are inserted for convenience
only and are not intended to be part of or to affect the meaning or
interpretation of this Agreement. |
| EXECUTED |
this
4th day of January, 2005. |
|
|
EMPLOYEE
BY: /S/ Xxxxxxx X. Xxxxxxx
——————————————
Xxxxxxx X. Xxxxxxx |
|
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MASTEC, INC.
BY: /S/ Xxxxxx Xxxxxxxxxx
——————————————
Xxxxxx Xxxxxxxxxx
Chief Executive Officer |
