Exhibit 10(c)(v)
February 14, 1997
CONFIDENTIAL
Xx. Xxxxxx X. Xxxxxxxx
000 Xxxxxx Xxxx
Xxxxxxx, Xxxxxxxx 00000
Dear Xxx:
On behalf of the Board of Directors, I am pleased to offer you the position of
President and Chief Executive Officer of Concorde Career Colleges, Inc. This
contract will set forth the terms and conditions of employment.
Date of Appointment: Approximately - April 1, 1997
Contingent upon the closing of the transaction with
Xxxxxx Xxxxxxx.
Base Pay: $200,000 annually, to be adjusted every January 1st
based on achievement of performance-based objectives.
Salary to be paid every two weeks.
Bonus: A bonus based on performance will be awarded annually.
Bonus will be based on mutually agreed-upon annual
performance objectives, with no upper limit.
Year 1: guaranteed bonus for calendar year 1997 in the
amount of $40,000 to be paid on the first anniversary
of this contract.
Years 2-5: bonus of at least $40,000 based on
performance, with no upper limit. Paid on the annual
anniversary of the contract.
Stock Options: Stock option plan for 5% of the Company's fully
diluted common stock as follows:
On commencement of employment - 1% granted and vested
at $1.00 per share. An additional 4% granted at the
time of commencement of employment at the lower of
$2.00 or the closing price of the stock on that day.
1% to be vested at the end of each full year of
employment. Each 1% is equal to 115,000 shares.
February 14, 1997
CONFIDENTIAL
Xx. Xxxxxx X. Xxxxxxxx
Benefits: . Medical per Company plan
. Dental per Company plan
. Life Insurance per Company plan
. Vacation: 4 weeks per year
. Leased vehicle comparable to a Volvo, plus insurance
and maintenance on car.
Relocation: Concorde will pay all reasonable and necessary moving
expenses, as well as travel for yourself and members of
your family as needed during the transition period.
Prior to the family moving to Kansas City, Concorde
will pay for Xxx Xxxxxxxx'x accommodations in Kansas
City and travel to Chicago on weekends. Concorde to
pay closing costs on the sale of your home up to a
maximum of $25,000.
Severance: In the unlikely event of termination without cause at
any time, or if you decide to leave after eighteen
months from the signing of the contract, Concorde will
pay you one year of your base salary.
Termination with cause is defined as termination due
to:
. conviction of a felony
. breach of fiduciary duty
. acts of dishonesty
. fraud
. abuse of alcohol or controlled substances
Bob, the Board is unanimous in its support for you and enthusiastic about your
ability to lead Concorde Career Colleges into a wonderful new period in its
history. On a personal note, I am looking forward to working closely with you to
help you achieve our dreams for Concorde.
Sincerely,
/s/ Xxxx X. Xxxxxxx
Xxxx X. Xxxxxxx Accepted: /s/ Xxxxxx X. Xxxxxxxx
Chairman of the Board ----------------------------
Xxxxxx X. Xxxxxxxx
Date: April 1, 1997
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