EXHIBIT 10.6
[LETTERHEAD OF AMERICAN HOME MORTGAGE]
EMPLOYMENT AGREEMENT
This Employment Agreement, dated as of December 18, 2002 (this "Agreement"), is
by and between American Home Mortgage, Inc., a New York corporation having a
place of business at 000 Xxxxxxxxxxx Xxxx, Xxxxxxxx, XX 00000 (the "Company"),
and Xxxxxx Xxxxxxxxx, [address omitted] (the "Executive").
Whereas the Company wishes to assure itself of the services of the
Executive, and the Executive desires to be employed by the Company, upon the
terms and conditions hereinafter set forth.
Now, therefore, the Company and the Executive hereby agree as
follows:
1. Employment. The Company agrees to employ the Executive, and the
Executive hereby accepts such employment by the Company during the term set
forth in Section 2 and on the other terms and conditions of this Agreement.
2. Term. The term of this Agreement shall commence on December 18,
2002, and shall continue until two weeks after the resignation or discharge of
the Executive.
3. Position, Duties and Responsibilities, Rights.
(a) During the term of this Agreement, the Executive shall serve as,
and be elected to and hold the office and title of Vice President - Controller.
As such, the Executive shall report only to the Chief Financial Officer of the
Company (the "CFO"), and shall have all of the powers and duties usually
incident to the office of Vice President - Controller.
(b) During the term of this Agreement, the Executive agrees to
devote substantially all the Executive's time, efforts and skills to the affairs
of the Company during the Company's normal business hours, except for vacations,
illness and incapacity, but nothing in this Agreement shall preclude the
Executive from devoting reasonable periods to (i) manage the Executive's
personal investments, (ii) participate in professional, educational, public
interest, charitable, civic or community activities, including activities
sponsored by trade organizations, and (iii) serve as a director or member of an
advisory committee of any corporation not in competition with the Company or any
of its subsidiaries, or as an officer, trustee or director of any charitable,
educational, philanthropic, civic, social or industry organizations, or as a
speaker or arbitrator; provided, however, that the performance of the
Executive's duties or responsibilities in any of such capacities does not
materially interfere with the regular performance of the Executive's duties and
responsibilities hereunder.
4. Place of Performance. In connection with the Executive's
employment by the Company, the Executive shall be based in Melville, New York
and shall not be required to be absent from there on travel status or otherwise
for more than a reasonable time each year as necessary or appropriate for the
performance of the Executive's duties hereunder.
5. Compensation.
(a) During the term of this Agreement, the Company shall pay the
Executive, and the Executive agrees to accept a base salary at the rate of not
less than $120,000.00 per year (the annual base salary as increased from time to
time during the term of this Agreement being hereinafter referred to as the
"Base Salary"). The Base Salary shall be paid in installments no less frequently
than monthly. Any increase in Base Salary or other compensation shall not limit
or reduce any other obligation of the Company hereunder, and once established at
an increased specified rate, the Executive's Base Salary hereunder shall not
thereafter be reduced.
(b) During the term of this Agreement, the Company shall, after the
close of each calendar year, pay the Executive an objective achievement bonus,
the amount of which will be determined by the Chief Financial Officer. To
determine the amount of the objective achievement bonus for a given year, the
Chief Financial Officer will consider whether the Executive achieved the
objectives set forth in the Executive's business plan for the calendar year. If
the Chief Financial Officer determines that the objectives were achieved, the
Chief Financial Officer will award the Executive an objective achievement bonus
of $60,000.00. If the objectives were surpassed, the Chief Financial Officer may
award a greater amount, if the objectives were only partially achieved, it may
award a lesser amount. Objective achievement bonuses for a given year will be
paid no later than the last day of March of the succeeding year.
(c) Notwithstanding the amounts, determinants and meanings set forth
in section 5(b), the minimum bonus paid to the Executive shall be $48,000.00 and
the maximum bonus shall be $72,000.00 (i.e., the sum of the payments pursuant to
5(b) will range from $48,000.00 to $72,000.00 per year).
(d) For 2002 the Executive's bonus will be calculated on a pro rata
basis based upon the number of days worked in 2002 versus the total number of
business days in 2002. The resulting bonus for 2002 will be paid no later than
the last day of March of 2003.
(e) Notwithstanding anything to the contrary, the Executive will not
be entitled to any unpaid bonuses if he is no longer an employee of the Company.
(f) During the term of this Agreement, the Executive shall be
entitled to fringe benefits, in each case at least equal to and on the same
terms and conditions as those attached to the Executive's office on the date
hereof, as the same may be improved from time to time during the term of this
Agreement, as well as to reimbursement, upon proper accounting, of all
reasonable expenses and disbursements incurred by the Executive in the course of
the Executive's duties.
6. Termination of Employment. The employment created hereby is at
will. The Company may terminate this Agreement by discharging the Executive. The
Executive may terminate this Agreement by resigning with two weeks notice to the
Company. Discharge or resignation may be for any reason or for no reason. If the
company chooses to discharge the Executive, it will deliver a letter of
discharge pursuant to the notice provisions of section 9. If the Executive
chooses to resign, the Executive will deliver a letter of resignation pursuant
to the notice provisions of section 9.
7. Entire Agreement; Amendment.
(a) This Agreement contains the entire understanding of the parties
with respect to the subject matter hereof and supersedes any and all other
agreements between the parties, their predecessors and affiliates.
(b) Any amendment of this Agreement shall not be binding unless in
writing and signed by both (i) the CEO and (ii) the Executive.
8. Enforceability. In the event that any provision of this Agreement
is determined to be invalid or unenforceable, the remaining terms and conditions
of this Agreement shall be unaffected and shall remain in full force and effect,
and any such determination of invalidity or enforceability shall not affect the
validity or enforceability of any other provision of this Agreement.
9. Notices. All notices which may be necessary or proper for either
the Company or the Executive to give to the other shall be in writing and shall
be sent by hand delivery, registered or certified mail, return receipt requested
or overnight courier, if to the Executive, to him at 000 Xxxxxxxxxxx Xxxx,
Xxxxxxxx, Xxx Xxxx 00000 and, if to the Company, to it at its principal
executive offices at 000 Xxxxxxxxxxx Xxxx, Xxxxxxxx, Xxx Xxxx, 00000, Attention:
Human Resources Officer, with a copy to Cadwalader, Xxxxxxxxxx & Xxxx, 000
Xxxxxx Xxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Xxxxx Xxxxxxxxxx, Esq., and
shall be deemed given when sent. Either party may by like notice to the other
party change the address at which it is to receive notices hereunder.
10. Non-Disparagement, Non-Solicitation, Confidential Information.
The Company and the Executive agree that neither will disparage the other and
that their representatives will not disparage either party hereto. The Executive
agrees that for a period of 90 days following the termination of this Agreement,
the Executive will not solicit any employee of the Company to leave the Company
or hire any employee of the Company. The Company and the Executive agree to keep
the terms of this Agreement confidential except that the Executive may divulge
the terms of this Agreement to the Executive's spouse, attorney, financial
advisor and accountant provided they agree to keep the terms of this Agreement
confidential. The Executive agrees to protect, not disclose, and not use for the
Executive's benefit any confidential information or trade secrets belonging to
the Company, including information regarding proprietary procedures and
techniques, accounts, or personnel (excepting information that was already
disclosed by the Company or otherwise was made public other than by breach of
this Agreement by the Executive). The preceding two sentences shall not apply to
disclosures required due to the laws or regulations of governments, or the
orders of courts having jurisdiction over the Company and the Executive. This
section 10 shall survive the termination of this Agreement.
11. Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY, AND BE
ENFORCEABLE IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT GIVING
EFFECT TO THE PRINCIPLES OF CONFLICTS OF LAWS THEREOF.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be duly executed as of the date first written above.
American Home Mortgage, Inc.
By: /s/ Xxxxxxx X. Xxxxx
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Name: Xxxxxxx X. Xxxxx
Title: Chief Financial Officer
/s/ Xxxxxx Xxxxxxxxx
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Xxxxxx Xxxxxxxxx
