Employee Initial definition

Employee Initial. FUTURETRAK INTERNATIONAL:______ XV.2 Notwithstanding anything to the contrary contained herein , the payment or obligation to pay any money, or granting of any rights or privileges, to the EMPLOYEE as provided in this Agreement shall not be in lieu or in derogation of the rights and privileges that the EMPLOYEE now has under any plan or benefit presently outstanding. XV.3 This Agreement may not be modified, changed, amended, or altered except in writing signed by the EMPLOYEE or his duly authorized representative, and by a duly authorized officer of the COMPANY. XV.4 This Agreement shall be interpreted in accordance with the laws of the State of Florida without application of its conflict of law provisions. It shall inure to the benefit of and be binding upon the COMPANY, and its successors and assigns. XV.5 EMPLOYEE shall not assign his rights and/or obligations hereunder. XV.6 Should any litigation be commenced between the parties to this Agreement concerning any provision of this Agreement, the party prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as and for his attorney's fees in such litigation which shall be determined by the Court in such litigation or in a separate action brought for that purpose. XV.7 An original copy of this Agreement duly executed by the COMPANY and by the EMPLOYEE shall be delivered to the governing body of the COMPANY and be maintained by it at the principal office of COMPANY available for inspection only by consent of the EMPLOYEE. XV.8 Should any provision or portion of this Agreement be held unenforceable or invalid for any reason, the remaining provisions and portions of this Agreement shall be unaffected by such holding, subject to such invalidity not rendering the balance of the Agreement to be inconsistent with the original intent of the parties as evidenced by the terms of this Agreement. XV.9 This instrument constitutes the entire understanding and Agreement of the parties hereto respecting the subject of this Agreement and supersedes all prior agreements, promises, negotiations, or representations (if any) concerning its subject matter not expressly set forth in this Agreement are of no force and effect.

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Employee Initial. FUTURETRAK INTERNATIONAL:______ IV.1 The COMPANY will compensate and pay EMPLOYEE for his services during the term of this Agreement a base salary of $250,000 per year ("Base Salary"). The Base Salary shall be paid to EMPLOYEE at no less than monthly intervals in accordance with the current normal payroll policies of which policies may be changed by COMPANY from time to time with inclusion of cost of living adjustment on a mutually acceptable terms. All compensation paid to EMPLOYEE shall be subject to all appropriate withholding taxes. IV.2 EMPLOYEE shall be entitled to a bonus annually equal to no less than one and a half(1.5%) percent of the net profits of the COMPANY calculated without taking into account any kind of distribution to the subsidiaries of the COMPANY. Net Profits shall be defined according to Generally Accepted Accounting Principles. EMPLOYEE may elect to take this bonus in any combination of cash and stock. Computation of stock is based on .15(cent) per share exercise price. IV.3 Compensation for each Successive Employment Period shall be determined, within thirty (30) days of the expiration of the Employment Period or each Successive Employment Period, through good faith negotiations between COMPANY and EMPLOYEE. Should the parties hereto fail to agree upon a mutually acceptable compensation package, the compensation in effect for the immediately proceeding period shall continue until the parties hereto agree on its modification. V. DEATH ----- V.1 In the event of the death of EMPLOYEE during the term of this Agreement, COMPANY shall pay to the Estate of EMPLOYEE the amount to which EMPLOYEE would have been entitled to receive for the lesser of (a) salary for the remaining of five (5) year period, or (b) salary for the remaining period of this Agreement; in regular monthly payments for the term that remains on this Agreement to commence three (3) months after the death of EMPLOYEE. V.2 There shall be deducted from the amounts paid to EMPLOYEE pursuant to Section 4.1, above, the amount actually paid to EMPLOYEE's designated beneficiary, as proceeds of life insurance, if any, which the COMPANY may have instituted on behalf of EMPLOYEE, as set forth under Section 7.1.2 (the "Term of The Insurance").

Employee Initial. FUTURETRAK INTERNATIONAL:______ XII.1.4 COMPANY shall sell, lease, exchange, or otherwise transfer all or substantially all of its assets (in one transaction or in a series of related transactions); or XII.1.5 the stockholders of COMPANY shall approve a plan or proposal for the liquidated or dissolution of COMPANY. XII.2 EMPLOYEE shall have the right to resign from the employ of COMPANY at any time after a change in control of COMPANY. If EMPLOYEE resigns within two years of such a change in control, he shall be entitled to the payment provided in Section 12.3. XII.3 If EMPLOYEE resigns from the employ of COMPANY within two years of a change in control of COMPANY, or if COMPANY terminates this Agreement after a change in control of COMPANY for any reason other than substantial cause, then the following provisions of this Section X shall apply: XII.3.1 in lieu of any further salary payments to EMPLOYEE for periods subsequent to the date of the termination of his employment, COMPANY shall pay to EMPLOYEE, in a lump sum and in cash, as liquidated damages, an amount equal to the sum of: (i) the greater of (I) three years' base salary, or (II) the base salary due to EMPLOYEE for the remaining term of this Agreement, in either case at the greater of the rate in effect at the date of the change in control of COMPANY or at the date of termination; plus (ii) an amount equal to a multiple of two (2) times the largest total of the bonuses previously paid in any one year by COMPANY to EMPLOYEE pursuant to the provisions of Section 4.2 hereof. XII.3.2 COMPANY shall maintain in full force and effect until the expiration of the term of this Agreement, at its expense, all group insurance and other employee benefit plans (including, without limitation, qualified profit-sharing and retirement type plans) in which EMPLOYEE was entitled to participate prior to the date of his termination, provided that EMPLOYEE's continued participation is possible under the terms of such plans. If EMPLOYEE's continued participation under such plans is not possible, COMPANY shall arrange to provide EMPLOYEE with alternative benefits substantially similar to those provided under the 9 of 15

Examples of Employee Initial in a sentence

Except to the extent that payments may be delayed until the Specified Employee Initial Payment Date pursuant to the preceding paragraph, on the first regular payroll pay day following the effective date of the Release, the Company will pay Executive the Severance Benefits Executive would otherwise have received under the Agreement on or prior to such date but for the delay in payment related to the effectiveness of the Release, with the balance of the Severance Benefits being paid as originally scheduled.
Except to the extent that payments may be delayed until the Specified Employee Initial Payment Date pursuant to the preceding sentence, on the first regular payroll pay day following the effective date of the Release and Waiver, the Company will pay Executive the payments Executive would otherwise have received under Section 7 on or prior to such date but for the delay in payment related to the effectiveness of the Release and Waiver, with the balance of the payments being paid as originally scheduled.
Except to the extent that Payments may be delayed until the Specified Employee Initial Payment Date pursuant to Section 11, on the first regular payroll pay day following the execution of the Release, the Company will pay Executive the Payments Executive would otherwise have received under the Agreement on or prior to such date but for the delay in Payments related to the execution of the Release, with the balance of the Payments being paid as originally scheduled.
Except to the extent that payments may be delayed until the Specified Employee Initial Payment Date pursuant to the preceding paragraph, on the first regular payroll pay day following the Release Deadline, the Company will pay Executive the Severance Benefits Executive would otherwise have received under the Agreement on or prior to such date.
Except to the extent that payments may be delayed until the Specified Employee Initial Payment Date pursuant to the preceding paragraph, on the first regular payroll pay day following the effective date of the Release, the Company will pay CFO the Severance Benefits CFO would otherwise have received under the Agreement on or prior to such date but for the delay in payment related to the effectiveness of the Release, with the balance of the Severance Benefits being paid as originally scheduled.

More Definitions of Employee Initial

Employee Initial. FUTURETRAK INTERNATIONAL:______ VI. DISABILITY ---------- VI.1 In the event of disability of EMPLOYEE (whether temporary or permanent) to render services hereunder during the term hereof, and so long as such disability continues, EMPLOYEE shall continue to receive his full compensation during the period of such disability for a remaining unpaid period of this Agreement, or until the termination of this Agreement as defined in Section 9.1.4 herein, whichever first occurs. VI.2 There shall be deducted, from the amounts paid to EMPLOYEE hereunder during any period of disability, any amounts actually paid to EMPLOYEE pursuant to any disability insurance or other similar program which the COMPANY has instituted or may institute on behalf of its employees.

Employee Initial. FUTURETRAK INTERNATIONAL:______ of the State of Florida in Broward County or the court of the United States, Southern District of Florida; (b) consents to the jurisdiction of each such court in any such suit, action or proceeding; (c) waives any objection which it may have to the laying of venue of any such suit, action or proceeding in any such courts; and (d) agrees that service of any court paper may be effected on such party by mail, as provided in this Agreement, or in such other manner as may be provided under applicable laws or court rules in said state.

Employee Initial. FUTURETRAK INTERNATIONAL:______ XI.1.4 in the event, EMPLOYEE may elect at his/her own option to terminate this agreement within thirty (30) days written advanced notice. In the event of any such merger, consolidation, transfer of assets or change of control of COMPANY, the surviving or resulting corporation or the transferee of COMPANY's assets shall be bound by, and shall have the benefit of, the provisions of this Agreement.

Employee Initial. FUTURETRAK INTERNATIONAL:______ employer after the date of his termination of employment with COMPANY or otherwise.

Employee Initial. FUTURETRAK INTERNATIONAL:______ XV.10 This Agreement and any certificates made pursuant hereto, may be executed in any number of counterparts and when so executed all of such counterparts shall constitute a single instrument binding upon all parties hereto notwithstanding the fact that all parties are not signatory to the original or to the same counterpart. XV.11 This Article and Section headings used in this Agreement are for reference purposes only, and should not be used in construing this Agreement. XV.12 As used in this Agreement, the masculine gender shall include the feminine and neuter, and singular number shall include the plural, and vice versa. XV.13 Time is of the essence of this Agreement. XV.14 The Effective Date of this Agreement commences on September 1st, 1998. XV.15 The failure or delay of Company at any time to require performance by EMPLOYEE of any provision of this Agreement, even if known, shall not affect the right of COMPANY to require performance of that provision or to exercise any right, power or remedy hereunder, and any waiver by COMPANY of any breach of any provision of this Agreement should not be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right, power or remedy under this Agreement. No notice to or demand on Employee in any case shall, of itself, entitle such party to any other or further notice or demand in similar or other circumstances. XV.16 EMPLOYEE acknowledges that the services to be rendered by EMPLOYEE hereunder are extraordinary and unique and are vital to the success of the COMPANY, and that damages at law would be an inadequate remedy for any breach of threatened breach of this Agreement by Employee. Therefore, in the event of a breach or threatened breach by EMPLOYEE of any provision of this Agreement, then COMPANY shall be entitled, in addition to all rights or remedies, to injunctions restraining such breach, without being required to show any actual damage or to post any bond or other security. XV.17 The parties acknowledge that a substantial portion of negotiations, anticipated performance and execution of this Agreement occurred or shall occur in Broward County, Florida, and that, therefore, without limiting the jurisdiction or venue or any other federal or state courts, each of the parties irrevocably and unconditionally (a) agrees that any suit, action or legal proceeding arising out of or relating to this Agreement...

Employee Initial. FUTURETRAK INTERNATIONAL:______ group insurance and employee benefit plans of COMPANY in which EMPLOYEE was participating prior to the date of his termination. Any payment due to EMPLOYEE pursuant to the provisions of this Section 12.3 shall be paid to him by COMPANY on the fifth day following the date of EMPLOYEE's termination.

Employee Initial. FUTURETRAK INTERNATIONAL:______ state, or local income taxes, and of any Excise Tax, upon the Gross-Up Payment. The amount due from COMPANY under this Section 12.5 shall be paid to EMPLOYEE within five days of the date of EMPLOYEE's termination. XII.6 The following rules shall apply for the purpose of determining whether any of the Section XII Payments or any of the Other Payments will be subject to the Excise Tax and for the purpose of computing the amount of any such Excise Tax: XII.6.1 The value of any benefits payable to EMPLOYEE in any form other than cash, and the value of any deferred payments or benefits due to EMPLOYEE from COMPANY, shall be determined by COMPANY's independent auditors in accordance with the provisions of Section 280G(d)(3) of the Code. XII.7 For purpose of determining the amount of the Gross-Up Payment: XII.7.1 EMPLOYEE shall be deemed to be subject to state and local income taxes at the highest marginal rate of taxation in the state and locality of EMPLOYEE's principal residence on the date of his termination; and XII.7.2 EMPLOYEE shall be deemed to be subject to federal income taxes at the highest marginal rate of federal income taxation in the calendar year in which the Gross-Up Payment is due (net of the maximum reduction in federal income taxes which EMPLOYEE can obtain from deduction of the state and local taxes described in the preceding clause). XII.8 If the Excise Tax is determined to exceed the amount taken into account under the provisions of this Section XII at the time of the termination of EMPLOYEE (including by reason of any payment, the existence or the amount of which could not be determined at the time of the Gross-Up Payment), COMPANY shall make an additional Gross-Up Payment in respect of such excess and in respect of any interest payable with respect to such excess, at the time that the amount of such excess is finally determined. XII.8.1 EMPLOYEE shall not be required to mitigate the amount of any payment provided for in this Section XII by seeking other employment or otherwise; and the amount of any payment provided for in this Section XII shall not be reduced by any compensation earned by EMPLOYEE, either as the result of employment by any other 11 of 15