Exhibit 10.10
Executive Employment Agreement
This agreement of employment is effective as of May 1, 2003, by and between
Cyberlux Corporation ("Employer") and Xxxx X. Xxxxxxx ("Executive Employee")..
For good and valuable consideration, receipt of which is hereby
acknowledged, the Employer (hereinafter "the Company" or "Cyberlux") employs the
Executive Employee in accordance with the following terms and conditions.
1. The Executive Employee shall perform the following duties and fulfill
the following responsibilities: (a), the Executive Title shall be Executive Vice
President and Chief Operating Officer (hereinafter "COO"); (b) duties shall
extend to governance of all policies, procedures, operations and commitments of
the Company; and (c) responsibility is full management accountability to the CEO
and Board of Directors.
2. The COO's employment under this agreement shall commence on May 1, 2003
and shall, unless otherwise renewed, terminate on April 30, 2008. The COO's
contract of employment may otherwise terminate upon occurrence of any of the
following events: (a) death or disability of the COO; (b) failure of the COO to
perform his duties satisfactorily due to ill health; (c) voluntary withdrawal
from office after nomination of a duly qualified successor; or (d) failure to
perform duties as fully described by a consensus of the Board. In the event of
(a) death or disability, the Company will have provided for insurance or other
funding source to pay to the spouse of the COO a minimum of $360,000 or an
amount equal to twice the COO's annual salary, including allowances and/or
bonuses; (b) failure to perform due to ill health, the Company will have
provided for disability insurance or other funding sources to pay the disabled
COO 65% of his salary, including allowances and/or bonuses, that were in effect
at the time of his disability through the remaining term of this contract; and
(c) voluntary withdrawal, the Company will have provided a retirement benefit
equal to 55% of the COO's cumulative salary, including allowances and/or
bonuses, which shall be payable upon withdrawal from office.
3. Compensation of the COO shall be by salary payable semimonthly, by
bonuses consistent with certain thresholds of performance and through a stock
option plan to be established by the Board of Directors. For the period May 1,
2003 through December 31, 2003 the COO is to be paid a base salary of $15,000
per month. The COO is to receive full health plan coverage which extends to his
spouse, an automobile allowance of $600 per month; term life and disability
insurance. Upon execution of this Agreement, the COO will be issued 200,000
shares of common stock as bonus.
4. The COO, Xxxx X. Xxxxxxx, will not at any time during the tenure of this
agreement, or for a period of three years subsequent to the termination of this
agreement, engage in any business competitive to that of Cyberlux Corporation
unless such engagement may be on behalf of or enure to the benefit of the
Company.
5. Any dispute that may arise concerning fulfillment of the terms and
conditions of this contract will be resolved by binding arbitration of the
parties hereto. Each party shall select one arbitrator and both such arbitrators
shall select a third. The arbitration will be governed by the rules of the
American Arbitration Association then in force.
6. The terms and conditions of this contract will continue to any successor
ownership of Cyberlux Corporation that may occur through reorganization, merger
with or acquisition by another entity or entities. This agreement constitutes
the complete understanding between the Company and Xxxx X. Xxxxxxx unless
amended by a subsequent written instrument signed by both parties.
Cyberlux Corporation Executive Employee
By /s/ Xxxxxx X. Xxxxx By /s/ Xxxx X. Xxxxxxx
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Its President, CEO & Director Title: Chief Operating Officer
Attest:
By /s/ Xxxx X. Xxxxx
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Its Secretary & Director
