EMPLOYMENT AGREEMENT
Exhibit
10.4
This
Employment Agreement (the
"Agreement"), dated as of October 18, 2007, is between EXCELLENCY INVESTMENT
REALTY TRUST, INC., a Maryland corporation (the "Company"), and David Mladen,
an
individual residing in Scarsdale, New York ("Executive").
RECITALS
WHEREAS,
the Executive
is currently the Chief Executive Officer and President of the Company and serves
on the Company's Board of Directors; and
WHEREAS,
the Company
and the Executive wish to enter into this Agreement to memorialize the terms
of
his employment with the Company and to secure his on-going
services.
NOW
THEREFORE, in
consideration of the mutual promises and covenants hereinafter described, the
parties agree as follows:
1. Duties.
The
Executive shall perform the duties and exercise the powers relating to the
office of President and Chief Executive Officer. All duties shall be
consistent with the customary duties of persons exercising the functions of
the
above-described offices.
2. Term.
Executive’s
employment term shall be for a beginning today and extending through December
31, 2009 (the "Term"). Beginning on the first annual anniversary date
hereof (e.g., October 18, 2008), and on each subsequent such annual anniversary
date, the Term shall be extended one additional calendar year, unless either
party has provided to the other party a notice in writing on or before such
anniversary date that it does not wish to extend the Agreement.
3. Compensation
and Benefits.
(a) Salary. The
Company shall pay Executive as compensation for his services during the Term
a
salary, on an annualized basis, of One Hundred Twenty Thousand Dollars
($120,000.00). The salary shall be paid in accordance with the
Company’s normal payroll practices. The salary shall be reviewed by the
Directors each year, and set by the Directors in an amount not less than the
prior year's salary.
(b) Expenses. Upon
submission of appropriate invoices or vouchers, the Company shall pay or
reimburse Executive for all reasonable expenses incurred by him in the
performance of his duties under this Agreement in furthering the business,
and
in keeping with the policies, of the Company.
(c) Incentive
Compensation. The Company's Board of Directors, in its sole
discretion, may authorize the payment of cash incentive compensation to
Executive from time to time.
(d) Benefits. Executive
shall be entitled to and shall be included in any employee welfare and
retirement plan or program of the Company available generally to its employees
and/or officers including, without limitation, plans for hospital services,
medical services benefits, sick pay, dental and other health plans.
(e) Stock
Plans. Executive may be included in any stock incentive or stock
compensation plan as the Board of Directors of the Company may
determine.
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4.
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General
Provisions.
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(a) All
notices required by this Agreement shall be in writing and shall be sufficiently
given if delivered or mailed by registered or certified mail, return receipt
requested, to the parties at their respective addresses set forth
below. Any party may specify a different address by written notice to
the other, in accordance with this Section. All notices shall be
deemed to have been given as of the date so delivered or mailed.
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To
the Company:
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000
Xxxx Xxxxxx – 00xx
Xxxxx
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Xxx
Xxxx, Xxx Xxxx 00000
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Attn.: Board
of Directors
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To
Executive:
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David
Xxxxxx
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00
Xxxxxx Xxxx
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Xxxxxxxxx,
Xxx Xxxx 00000
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(x) Except
insofar as Executive may be subject to general policies now in force or as
may
be adopted by the Company from time to time, this Agreement contains the entire
agreement between the parties, and there are no other representations,
warranties, conditions or agreements relating to the subject matter of this
Agreement. This Agreement may not be changed orally but only by an
agreement in writing duly executed on behalf of the party against which
enforcement of any waiver, change, modification, consent or discharge is
sought. This Agreement shall be binding upon and inure to the benefit
of the Company and Executive and their respective successors, assigns, heirs
and
legal representatives. Insofar as Executive is concerned, this
Agreement is personal and Executive's duties under it shall not be assigned
by
Executive. This Agreement may be executed in one or more
counterparts, all of which taken together shall constitute one and the same
instrument. This Agreement shall be construed pursuant to and in
accordance with the laws of the State of New York. If any term or
provision of this Agreement is held or deemed to be invalid or unenforceable,
in
whole or in part, by a court of competent jurisdiction, such term or provision
shall be ineffective to the extent of such invalidity or unenforceability
without rendering invalid or unenforceable the remaining terms and provisions
of
this Agreement.
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IN
WITNESS WHEREOF,
the parties have executed this Agreement on the date first above
written.
/s/
Xxxx Xxxxxx
By:
Its:
Corporate
Secretary
EXECUTIVE
/s/
Xxxxx Xxxxxx
Xxxxx
Mladen
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