EXHIBIT 10.10 - EMPLOYMENT AGREEMENT FOR XXXXXX XXXXXX
XX.
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EMPLOYMENT AGREEMENT
BETWEEN
A SUBSIDIARY CORPORATION TO BE FORMED BY
THE XXXXX GROUP, INC.
AND
XXXXXX X. XXXXXX, XX.
AGREEMENT dated this 22 day of April, 1999, between a
subsidiary corporation to be formed by THE XXXXX GROUP,
INC., a New Jersey corporation to be formed (hereinafter
the "Company") which will have its principal place of
business at 00 Xxxxxx Xxxxx, Xxxxx, XX 00000, and Xxxxxx
X. XxXxxx, Xx. (hereinafter the "Employee").
WHEREAS, the Company desires to acquire the services of
Employee because of his special knowledge and skills;
and,
NOW, THEREFORE, in consideration of the foregoing, ten
dollars paid in hand, and other good and valuable
consideration, receipt and sufficiency of which is hereby
acknowledged, the following is agreed:
1. DUTIES
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The Company hereby employs Employee as a manager of the
business which has been conveyed this day to the Company,
having powers and duties in that capacity as set for the
from time to time by the President of the Company.
Employee shall devote his full time and best efforts to
the Business of the Company.
2. COMPENSATION
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As compensation for his services to the Company, in
whatever capacity rendered, the Company shall pay to
Employee once every two weeks the sum of $1,731 as gross
salary. This salary shall be paid over the term of this
Agreement which is five years, with a 5% increase being
made on each anniversary date of this Agreement. This
Agreement shall be renewed for one additional five year
term provided that all material terms of this Agreement
are performed by Employee provided that both mutually
agree.
In addition, Employee shall be entitled to incentive
payments as follows: 1) cash equal to one percent (1%)
of the gross profit (gross sales less discounts less
costs of goods sold) derived from house accounts defined
as all current accounts of Hardyston Distributor
purchased today by the Company; 2) cash equal to two
percent (2%) of the gross profit on all new clients
obtained during the term of this agreement only on orders
placed by each of said new clients for twelve months
following said each new client's first order where after
said account will become a house account; 3) stock or
stock options equal in cash value based upon the average
of the bid and asked price on the day preceding the date
of issuance equal to one percent (1%) of gross profit on
all supervised accounts upon achieving in excess of one
million dollars ($1,000,000) in total revenue for a
fiscal year; and, 4) stock or stock options equal in cash
value based upon the average of the bid and asked price
on the day preceding the date of issuance equal to one-half
percent (0.5%) of the gross profit in excess of two
million dollars ($2,000,000) in total revenue for a
fiscal year, so that the total stock and stock option
compensation under items 3) and 4) of this paragraph 2
shall equal 1.5% of the gross profit on total revenue
above said two million dollars. ($2,000,000).
3. EXPENSES
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The Employee may incur reasonable expenses for promoting
the business of the Company, including expense for
travel, entertainment and similar items. The Company
will reimburse the Employee for all such expenses upon
the presentation by the Employee, from time to time, of
an itemized account justifying such expenditures. Such
reimbursement shall be provided within 30 working days of
such presentation by Employee. If the Company
determines, in its sole discretion, that this method
allowing expenses is not in the best interest of the
Company, the Company may impose such other method, if
any, for allowing such expense, including elimination of
the same.
4. NOTICE
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Any notice required to be given pursuant to the
provisions of this Agreement shall be in writing and by
registered mail, and mailed to the parties at the
following addresses:
COMPANY: 00 Xxxxxx Xxxxx
Xxxxx 000
Xxxxx, XX 00000
EMPLOYEE: 00-X Xxxxxxxx Xxxx
Xxxxxxxx, XX 00000
5. TERMINATION
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This Agreement may be terminated in any one of the
following manners:
1. The death of Employee
2. The failure of the company, as evidenced by
filing under the Bankruptcy Act for liquidation,
or the making of an assignment for the benefit
of creditors; or,
3. A material breach of the Assignment and Non-
Disclosure Agreement executed between the
Company and the Employee.
6. APPLICABLE LAW
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This Agreement shall be governed by the laws of the State
of New Jersey and shall be enforceable only in the
Superior Court of New Jersey for Bergen County. If any
provision of this Agreement is declared void, such
provision shall be deemed severed from this Agreement,
which shall otherwise remain in full force and effect.
7. BINDING EFFECT
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This Agreement shall have binding effect upon the parties
hereto, when approved by the Board, and upon their
respective personal representatives, legal
representatives, successors and assigns. Any waiver of
any breach of this Agreement shall be made in writing and
shall be applicable only to such breach and shall not be
construed to waive any subsequent or prior breach other
than the specific breach so waived.
8. SUPERSEDES EARLIER AGREEMENTS
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This Agreement supersedes all earlier agreements between
the Employee and the Company with respect to Employee's
employment by the Company.
IN WITNESS WHEREOF, the parties have executed this
Agreement the date first written above.
THE XXXXX GROUP, INC.
Xxxxxx X. XxXxxx, Xx. Xxxxxx Xxxxxxxxxxx, Xx.
President
