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EXHIBIT 10.15
EMPLOYMENT AGREEMENT
This EMPLOYMENT AGREEMENT, dated as of May 31, 2000 (this "Agreement"),
is made and entered into by and between Medical Device Manufacturing, Inc. d/b/a
Rivo Technologies, a Colorado corporation (the "Company"), Xxxx Xxxxxxx, an
individual resident of the State of Colorado ("Executive"), and, only for the
limited purpose of effecting the assignment to the Company hereunder, MDMI
Holdings, Inc., a Colorado corporation formerly known as Medical Device
Manufacturing, Inc ("Parent").
WHEREAS, Executive is currently employed as the President and Chief
Executive Officer of Parent pursuant to that certain Employment Agreement
between Parent and Executive dated July 6, 1999 (the "Existing Agreement");
WHEREAS, pursuant to Section 10(e) of the Existing Agreement, Parent
and Executive desire to have Parent's rights and obligations under the Existing
Agreement assigned to the Company and Company desires to assume such rights and
obligations; and
WHEREAS, the parties hereto desire to replace the existing agreement to
reflect such assignment and to amend certain other terms and conditions of the
Existing Agreement.
NOW, THEREFORE, in consideration of the premises, the mutual agreements
set forth herein and other good and valuable consideration, the receipt and
adequacy of which is hereby acknowledged, the parties hereto hereby agree as
follows:
1. Employment. The Company hereby employs Executive, and Executive
accepts such employment and agrees to perform services for the Company, for the
period and upon the other terms and conditions set forth in this Agreement.
2. Position and Duties.
(a) Service with the Company. During the term of Executive's
employment, Executive agrees to serve as the Chairman of the Board of the
Company and Chairman of the Board of Parent and to perform such reasonable
employment duties as the Board of Directors of the Company and Parent shall
assign to him from time to time including those set forth on Exhibit A hereto.
Executive's services pursuant to this Agreement shall be performed primarily at
the Company's offices in Arvada, Colorado, or at such other facilities of the
Company as the Company and Executive may agree upon from time to time. Executive
also agrees to serve, for any period for which he is elected, as a director of
G&D, Inc. d/b/a Star Guide Corporation and certain other subsidiaries of the
Company; provided, however, that Executive shall not be entitled to any
additional compensation for serving in such capacity or capacities.
(b) Service with Star Guide. Until he is otherwise replaced, Executive
agrees to serve as the President of G&D, Inc. d/b/a Star Guide Corporation, a
Colorado corporation, but shall not be involved in the day-to-day operations
thereof unless otherwise directed by the Board of Company or Parent.
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(c) Performance of Duties. Executive agrees to serve the Company and
Parent faithfully and to perform Executive's duties and responsibilities to the
best of Executive's abilities in a reasonably diligent, trustworthy,
businesslike and efficient manner. Executive further agrees to devote such time
as is necessary to the business and affairs of the Company and Parent during the
term of this Agreement. Executive hereby confirms that he is under no
contractual commitment inconsistent with his obligations set forth in this
Agreement, and that, during the term of this Agreement, he will not render or
perform services for any other corporation, firm, entity or person that are
inconsistent with the provisions of this Agreement. Executive hereby further
confirms that he has terminated any existing employment agreement, if any, that
he may have had with Star Guide, or any other corporation, firm, entity or
person, prior to the date hereof.
3. Compensation.
(a) Base Salary. During the term of Executive's employment, Executive's
base salary shall be paid at a rate of $300,000 per annum, which base salary
shall be paid in regular installments in accordance with the Company's general
payroll practices, including those related to withholding for taxes, insurance
and similar items. The base salary payable to Executive during each year
subsequent to the first year of Executive's employment shall be established by
the Company's Board of Directors following an annual performance review, but in
no event shall the base salary in the second and third years of the Term be less
than the base salary in effect for the prior year.
(b) Participation in Benefit Plans. During the term of Executive's
employment, Executive shall be eligible to participate in all of the Company's
benefit plans or programs that have been established for the other executive
level employees of the Company including, at Executive's option Star Guide's
401(k) plan or the Company's consolidated 401(k) plan, in all cases to the
extent that Executive meets the requirements for each individual plan.
Executive's participation in any such plan or program shall be subject to the
provisions, rules and regulations applicable thereto. All plans and programs
providing benefits to Executive shall remain in full force and effect or, if
altered to terminated, shall be altered or replaced with terms substantially
similar to those presently in effect, subject to availability at commercially
reasonable rates and upon commercially reasonable terms. Executive shall have
the absolute right to designate the beneficiaries to receive the proceeds of all
benefits in the event of Executive's death. During the Term, the Company at its
expense shall provide health insurance for Executive's spouse and dependents
comparable to the health insurance coverage the Company provides to Executive.
(c) Expenses. During the term of Executive's employment, the Company
shall reimburse Executive for all reasonable and necessary out-of-pocket
expenses incurred by Executive in the performance of his duties under this
Agreement in accordance with the Company's customary and normal practices,
subject to the presentment of appropriate vouchers in accordance with the
Company's normal policies for expense verification.
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(d) Options. As soon as reasonably practicable after the date hereof,
the Company shall grant Employee the option to purchase 23,000 shares of Company
stock in accordance with the Company's existing option plan. Thereafter, for so
long as Executive remains in the service of the Company, Executive shall be
eligible to participate in the "tier 1" allocation of option grants to an extent
comparable to the Company's senior executives.
(e) Vacation. Employee shall be entitled to paid vacation for every
twelve (12) months of employment during the Term in an amount the greater of (i)
five (5) weeks or (ii) the amount granted to the chief executive officer of
Parent or the Company.
(f) Automobile Allowance. The Company shall provide Employee with an
automobile allowance of $900 per month during the Term.
(g) Office. During the Term, the Company shall at the Company's expense
and at Executive's option, provide (i) an office which shall include an
executive assistant of a similar salary and skill level as Executive's current
assistant and shall include all office-related accoutrements, including a
computer, mobile phone, telephone, facsimile machine and other office equipment,
furniture and supplies or (ii) an allowance of $1,500 per month for Executive's
rental of office space.
(h) Association Dues. During the Term, the Company shall reimburse
Executive, in an amount not to exceed $5,000 per annum, for dues and associated
expenses related to Executive's membership and participation in professional
organizations.
4. Term.
(a) Duration of Employment. Executive's employment hereunder shall be
for a period of five (5) years, commencing on the date hereof (the "Term");
provided, however, that Executive's employment hereunder shall terminate prior
to the expiration of the Term in the event that at any time during such Term:
(i) Executive dies;
(ii) Executive becomes Disabled (as hereinafter defined) and
cannot perform the essential functions of Executive's position with or
without reasonable accommodation as is consistent with the Americans
with Disabilities Act and the Family and Medical Leave Act;
(iii) The Board of Directors of the Company elects to
terminate this Agreement for "cause" and notifies Executive in writing
of such election;
(iv) The Board of Directors of the Company elects to terminate
this Agreement without "cause" and notifies Executive in writing of
such election;
(v) Executive elects to terminate this Agreement for "good
reason" and notifies the Company in writing of such election; or
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(vi) Executive elects to terminate this Agreement without
"good reason" and notifies the Company in writing of such election.
If this Agreement is terminated pursuant to clause (i), (ii), (iii) or
(v) of this Section 4(a), such termination shall be effective immediately. If
this Agreement is terminated pursuant to clause (iv) or (vi) of this Section
4(a), such termination shall be effective thirty (30) days after delivery of the
notice of termination.
(b) "Cause" Defined. "Cause" means:
(i) Executive has breached the provisions of Section 5 or 7 of
this Agreement in any material respect and has failed to cure such
breach within thirty (30) days after receipt of written notice of
default from the Company;
(ii) Executive has engaged in willful and material misconduct,
including, without limitation, willful and material failure to perform
Executive's duties as an officer or executive of the Company or Parent
and has failed to cure such failure or misconduct within thirty (30)
days after receipt of written notice of default from the Company;
(iii) Executive has committed fraud, misappropriation or
embezzlement in connection with the Company's or Parent's business; or
(iv) Executive has been convicted or has pleaded nolo
contendere to any act constituting a felony under the laws of any state
or of the United States of America, or any crime involving moral
turpitude that causes material harm to the Company or Parent.
In the event that the Company terminates Executive's employment for
"cause" pursuant to clause (iii) of Section 4(a) and Executive objects in
writing to the Board of Directors' determination that there was proper "cause"
for such termination within thirty (30) days after Executive is notified of such
termination, the matter shall be resolved by arbitration in accordance with the
provisions of Section 8(a). If Executive fails to object to any such
determination of "cause" in writing within such thirty (30) day period, he shall
be deemed to have waived his right to object to that determination. If such
arbitration determines that there was not proper "cause" for termination, such
termination shall be deemed to be a termination pursuant to clause (iv) of
Section 4(a), and Executive's sole remedy shall be to receive the wage
continuation benefits contemplated by Section 4(f).
(c) Effect of Termination. Notwithstanding any termination of this
Agreement, Executive, in consideration of his employment hereunder to the date
of such termination, shall remain bound by the provisions of this Agreement
which specifically relate to periods, activities or obligations upon or
subsequent to the termination of Executive's employment.
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(d) "Disabled" Defined. As used in this Agreement, the term "Disabled"
means any mental or physical condition that renders Executive unable to perform
the essential functions of his position, with or without reasonable
accommodation, for a period in excess of 120 consecutive days or more than 180
days during any period of 365 calendar days.
(e) Surrender of Records and Property. Upon termination of Executive's
employment with the Company, Executive shall deliver promptly to the Company all
records, manuals, books, blank forms, documents, letters, memoranda, notes,
notebooks, reports, data, tables, calculations or copies thereof that relate in
any way to the business, products, practices or techniques of the Company or any
of its Affiliates (as hereinafter defined), and all other property, trade
secrets and confidential information of the Company or any of its Affiliates,
including, but not limited to, all documents that in whole or in part contain
any trade secrets or confidential information of the Company or any of its
Affiliates, which in any of these cases are in Executive's possession or under
Executive's control.
(f) Wage Continuation. If Executive's employment by the Company is
terminated pursuant to clause (i), (ii), (iv) or (v) of Section 4(a), the
Company shall continue to pay to Executive or his estate, as the case may be,
his base salary then in effect (less any payments received by Executive from any
disability income insurance policy provided to him by the Company) and shall
continue to provide health insurance benefits for Executive, his spouse and
dependents through the period the longer of (a) three (3) years from the date
hereof, or (b) six (6) months from the date of termination of employment. If
this Agreement is terminated pursuant to clause (iii) or (vi) of Section 4(a),
Executive's right to base salary and all benefits shall immediately terminate,
except as may otherwise be required by applicable law.
(g) Termination of Benefits. All of Executive's rights to any other
employee benefit hereunder (except as described above or pursuant to law)
accruing after the termination of Executive's employment with the Company shall
cease upon such termination. Upon termination of this Agreement for any reason
whatsoever, Executive shall have the right to receive compensation at the rate
of Executive's then applicable base salary for any accrued but unused vacation
time and any and all benefits due Executive pursuant to Section 3(b) as of
termination.
(h) "Affiliate" Defined. As used in this Agreement, the term
"Affiliate" of a person or entity means any person or entity controlled by,
controlling or under common control with such person or entity, or any member of
the immediate family, including parents, spouse, children or siblings, of such
person.
(i) "Good Reason" Defined. As used in this Agreement, the term "good
reason" means (i) any involuntary reduction in base salary as contemplated by
Section 3(a) hereof; (ii) any nonconsensual material reduction in benefits as
provided in Section 3(b) hereof; (iii) any involuntary material change in the
title or duties of Executive; or (iv) any non-consensual required relocation of
Executive's principal place of employment outside Denver and Jefferson Counties,
Colorado.
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5. Confidential Information. Except as permitted or directed by the
Company's Board of Directors, during the term of his employment or at any time
thereafter, Executive shall not divulge, furnish or make accessible to anyone or
use in any way (other than in the ordinary course of the business of the Company
or any of its Affiliates) any confidential or secret knowledge or information of
the Company or any of its Affiliates that Executive has acquired or become
acquainted with or will acquire or become acquainted with prior to the
termination of the period of his employment by the Company (including employment
by the Company or any Affiliates of the Company prior to the date of this
Agreement), whether developed by himself or by others, concerning any trade
secrets, confidential or secret designs, processes, formulae, plans, devices or
material (whether or not patented or patentable) directly or indirectly useful
in any aspect of the business of the Company or any of its Affiliates, any
customer or supplier lists of the Company or any of its Affiliates, any
confidential or secret development or research work of the Company or any of its
Affiliates, or any other confidential information or secret aspects of the
business of the Company or any of its Affiliates. Executive acknowledges that
the above-described knowledge or information constitutes a unique and valuable
asset of the Company and represents a substantial investment of time and expense
by the Company, and that any disclosure or other use of such knowledge or
information other than for the sole benefit of the Company would be wrongful and
would cause irreparable harm to the Company. Both during and after the term of
his employment, Executive will refrain from any acts or omissions that would
reduce the value of such knowledge or information to the Company or any of its
Affiliates. The foregoing obligations of confidentiality shall not apply to any
knowledge or information that is now published or which subsequently becomes
generally publicly known in the form in which it was obtained from the Company
or any of its Affiliates, other than as a direct or indirect result of the
breach of this Agreement by Executive.
6. Ventures. If, during the term of his employment, Executive is
engaged in or associated with the planning or implementing of any project,
program or venture involving the Company, or any of its Affiliates, and a third
party or parties, all rights in such project, program or venture shall belong to
the Company or its Affiliates, as applicable. Except as approved by the
Company's Board of Directors, Executive shall not be entitled to any interest in
such project, program or venture or to any commission, finder's fee or other
compensation in connection therewith other than the compensation to be paid to
Executive as provided in this Agreement. Executive shall have no interest,
direct or indirect, in any vendor or customer of the Company or any of its
Affiliates.
7. Intellectual Property.
(a) Disclosure and Assignment. Executive will promptly disclose in
writing to the Company complete information concerning each and every invention,
discovery, improvement, device, design, apparatus, practice, process, method or
product, whether patentable or not, made, developed, perfected, devised,
conceived or first reduced to practice by Executive, either solely or in
collaboration with others, during the term of this Agreement, or within six (6)
months thereafter, whether or not during regular working hours, relating either
directly or indirectly to the business, products, practices or techniques of the
Company or any of its Affiliates ("Developments"). Executive, to the
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extent that he has the legal right to do so, hereby acknowledges that any and
all of the Developments are the property of the Company and hereby assigns and
agrees to assign to the Company any and all of Executive's right, title and
interest in and to any and all Developments. At the request of the Company,
Executive will confer with the Company and its representatives for the purpose
of disclosing all Developments to the Company as the Company shall reasonably
request during the period ending one (1) year after termination of Executive's
employment with the Company.
(b) Future Developments. As to any future Developments made by
Executive that relate to the business, products or practices of the Company, or
any of its Affiliates, and that are first conceived or reduced to practice
during the term of this Agreement, or within six (6) months thereafter, but
which are claimed for any reason to belong to an entity or person other than the
Company or any of its Affiliates, Executive will promptly disclose the same in
writing to the Company and shall not disclose the same to others if the Company,
within twenty (20) days thereafter, shall claim ownership of such Developments
under the terms of this Agreement. If the Company makes no such claim, Executive
hereby acknowledges that the Company has made no promise to receive and hold in
confidence any such information disclosed by Executive.
(c) Limitation on Sections 7(a) and 7(b). The provisions of Sections
7(a) and 7(b) shall not apply to any Development meeting the following
conditions:
(i) such Development was developed entirely on Executive's own
time;
(ii) such Development was made without the use of any
equipment, supplies, facility or trade secret information of the
Company or any of its Affiliates;
(iii) such Development does not relate (A) directly to the
business of the Company or any of its Affiliates or (B) to the
Company's, or any of its Affiliate's, actual or demonstrably
anticipated research or development; and
(iv) such Development does not result from any work performed
by Executive for the Company or any of its Affiliates.
(d) Assistance of Executive. Upon request and without further
compensation therefor, but at no expense to Executive, and whether during the
term of this Agreement or thereafter, Executive will do all lawful acts,
including but not limited to, the execution of papers and lawful oaths and the
giving of testimony, that, in the opinion of the Company, may be necessary or
desirable in obtaining, sustaining, reissuing, extending and enforcing United
States and foreign patents, including but not limited to, design patents, on the
Developments, and for perfecting, affirming and recording the Company's, or any
of its Affiliate's, complete ownership and title thereto, and to cooperate
otherwise in all proceedings and matters relating thereto.
(e) Records. Executive will keep complete, accurate and authentic
accounts, notes, data and records of the Developments in the manner and form
requested by the
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Company. Such accounts, notes, data and records shall be the property of the
Company, and, upon its request, Executive will promptly surrender same to it or,
if not previously surrendered upon its request or otherwise, Executive will
surrender the same, and all copies thereof, to the Company upon the conclusion
of his employment.
(f) Obligations, Restrictions and Limitations. Executive understands
that the Company, or its Affiliates, may enter into agreements or arrangements
with agencies of the United States Government, and that the Company, or its
Affiliates, as applicable, may be subject to laws and regulations which impose
obligations, restrictions and limitations on it with respect to inventions and
patents which may be acquired by it or which may be conceived or developed by
employees, consultants or other agents rendering services to it. Executive shall
be bound by all such obligations, restrictions and limitations applicable to any
such invention conceived or developed by him during the term of this Agreement
and shall take any and all further action which may be required to discharge
such obligations and to comply with such restrictions and limitations.
(g) Copyrightable Material. All right, title and interest in all
copyrightable material that Executive shall conceive or originate, either
individually or jointly with others, and which arise out of the performance of
this Agreement, will be the property of the Company and are by this Agreement
assigned to the Company along with ownership of any and all copyrights in the
copyrightable material. Upon request and without further compensation therefor,
but at no expense to Executive, and whether during the term of this Agreement or
thereafter, Executive shall execute all papers and perform all other acts
necessary to assist the Company to obtain and register copyrights on such
materials in any and all countries. Where applicable, works of authorship
created by Executive for the Company in performing his responsibilities under
this Agreement shall be considered "works made for hire," as defined in the U.S.
Copyright Act.
(h) Know-How and Trade Secrets. All know-how and trade secret
information conceived or originated by Executive that arises out of the
performance of his obligations or responsibilities under this Agreement or any
related material or information shall be the property of the Company, and all
rights therein are by this Agreement assigned to the Company.
8. Settlement of Disputes.
(a) Arbitration. Except as provided in Section 8(c), any claims or
disputes of any nature between the Company and Executive arising from or related
to the performance, breach, termination, expiration, application or meaning of
this Agreement or any matter relating to Executive's employment and the
termination of that employment by the Company shall be resolved exclusively by
arbitration in Denver, Colorado, in accordance with the Commercial Arbitration
Rules then obtaining of the American Arbitration Association. In the event of
submission of any dispute to arbitration, each party shall, not later than
thirty (30) days prior to the date set for hearing, provide to the other party
and to the arbitrator(s) a copy of all exhibits upon which the party intends to
rely at the hearing and a list of all persons each party intends to call at the
hearing. The fees of the arbitrator(s) and other costs incurred by Executive and
the Company in
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connection with such arbitration shall be paid by the party who or which is
unsuccessful in such arbitration.
(b) Binding Effect. The decision of the arbitrator(s) shall be final
and binding upon both parties. Judgment of the award rendered by the
arbitrator(s) may be entered in any court having jurisdiction thereof.
(c) Resolution of Certain Claims-Injunctive Relief. Section 8(a) shall
have no application to claims by the Company asserting a violation of Section
4(e), 5 or 7 or seeking to enforce, by injunction or otherwise, the terms of
Section 4(e), 5 or 7. Such claims may be maintained by the Company in a lawsuit
subject to the terms of Section 8(d). Executive acknowledges that it would be
difficult to fully compensate the Company for damages resulting from any breach
by him of the provisions of this Agreement. Accordingly, Executive agrees that,
in addition to, but not to the exclusion of any other available remedy, the
Company shall have the right to enforce the provisions of Section 4(e), 5 or 7
by applying for and obtaining temporary and permanent restraining orders or
injunctions from a court of competent jurisdiction without the necessity of
filing a bond therefor, and without the necessity of proving actual damages, and
the Company shall be entitled to recover from Executive its reasonable
attorneys' fees and costs in enforcing the provisions of Section 4(e), 5 or 7.
(d) Venue. Any action at law, suit in equity or judicial proceeding
arising directly, indirectly, or otherwise in connection with, out of, related
to or from this Agreement, or any provision hereof, shall be litigated only in
the courts of the State of Colorado, County of Denver. Executive and the Company
consent to the jurisdiction of such courts over the subject matter set forth in
Section 8(c). Executive waives any right Executive may have to transfer or
change the venue of any litigation brought against Executive by the Company.
9. Representations.
(a) Executive's Representations. Executive hereby represents and
warrants to the Company that (i) the execution, delivery and performance of this
Agreement by Executive does not and will not conflict with, breach, violate or
cause a default under any contract, agreement, instrument, order, judgment or
decree to which Executive is a party or by which Executive is bound, (ii)
Executive is not a party to or bound by any employment agreement, covenant not
to compete or confidentiality agreement with any other person or entity, and
(iii) upon the execution and delivery of this Agreement by the Company, this
Agreement shall be the valid and binding obligation of Executive, enforceable in
accordance with its terms.
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(b) Company's Representations. Company hereby represents and warrants
to Executive that (i) the execution, delivery and performance of this Agreement
by the Company does not and will not conflict with, breach, violate or cause a
default under any contract, agreement, instrument, order, judgment, or decree to
which the Company is a party or by which the Company is bound, and (ii) upon the
execution and delivery of this Agreement by Executive, this Agreement shall be
the valid and binding obligation of the Company, enforceable in accordance with
its terms.
10. Miscellaneous.
(a) Entire Agreement. This Agreement (including the exhibits, schedules
and other documents referred to herein) contains the entire understanding
between the parties hereto with respect to the subject matter hereof and
supersedes any prior understandings, agreements or representations, written or
oral, relating to the subject matter hereof and specifically supersedes and
replaces the Existing Agreement.
(b) Counterparts. This Agreement may be executed in separate
counterparts, each of which will be an original and all of which taken together
shall constitute one and the same agreement, and any party hereto may execute
this Agreement by signing any such counterpart.
(c) Severability. Whenever possible, each provision of this Agreement
shall be interpreted in such a manner as to be effective and valid under
applicable law, but if any provision of this Agreement is held to be invalid,
illegal or unenforceable under any applicable law or rule, the validity,
legality and enforceability of the other provision of this Agreement will not be
affected or impaired thereby.
(d) Successors and Assigns. This Agreement shall be binding upon and
inure to the benefit of the parties hereto and their respective heirs, personal
representatives and, to the extent permitted by Section 10(e), successors and
assigns.
(e) Assignability. Neither this Agreement nor any right, remedy,
obligation or liability arising hereunder or by reason hereof shall be
assignable (including by operation of law) by either party without the prior
written consent of the other party to this Agreement, except that the Company
may, without the consent of Executive, assign its rights and obligations under
this Agreement to any corporation, firm or other business entity with or into
which the Company may merge or consolidate, or to which the Company may sell or
transfer all or substantially all of its assets, or of which 50% or more of the
equity investment and of the voting control is owned, directly or indirectly,
by, or is under common ownership with, the Company. After any such assignment by
the Company, the Company shall be discharged from all further liability
hereunder and such assignee shall thereafter be deemed to be the Company for the
purposes of all provisions of this Agreement including this Section 10.
(f) Modification, Amendment, Waiver or Termination. No provision of
this Agreement may be modified, amended, waived or terminated except by an
instrument in writing signed by the parties to this Agreement. No course of
dealing between the parties
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will modify, amend, waive or terminate any provision of this Agreement or any
rights or obligations of any party under or by reason of this Agreement. No
delay on the part of the Company in exercising any right hereunder shall operate
as a waiver of such right. No waiver, express or implied, by the Company of any
right or any breach by Executive shall constitute a waiver of any other right or
breach by Executive.
(g) Notices. All notices, consents, requests, instructions, approvals
or other communications provided for herein shall be in writing and delivered by
personal delivery, overnight courier, mail, electronic facsimile or e-mail
addressed to the receiving party at the address set forth herein. All such
communications shall be effective when received.
Notices to Executive:
Xxxx Xxxxxxx
c/o G&D Inc. d/b/a Star Guide Corporation
0000 Xxxxxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxx 00000
Fax: (000) 000-0000
Notices to Company:
Medical Device Manufacturing, Inc.
c/o KRG Capital Partners, LLC
0000 Xxxxxxxx Xxxxxx
Tower One, Suite 1500
Xxxxxx, Xxxxxxxx 00000
Attn: Xxxxx X. Xxxxxx & Xxxxxx X. Xxxxxxx
Fax: (000) 000-0000
with a copy to:
Xxxxx & Xxxxxxx L.L.P.
0000 00xx Xxxxxx, Xxxxx 0000
Xxxxxx, XX 00000
Attn: Xxxxxx X. Xxxxx
Fax: (000) 000-0000
Any party may change the address set forth above by notice to each
other party given as provided herein.
(h) Headings. The headings contained in this Agreement are for
reference purposes only and shall not in any way affect the meaning or
interpretation of this Agreement.
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(i) Governing Law. All matters relating to the interpretation,
construction, validity and enforcement of this agreement shall be governed by
the internal laws of the State of Colorado, without giving effect to any choice
of law provisions thereof.
(j) Withholding Taxes. The Company may withhold from any benefits
payable under this Agreement all federal, state, city or other taxes as shall be
required pursuant to any law or governmental regulation or ruling.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date set forth in the first paragraph.
MEDICAL DEVICE MANUFACTURING, INC.
By: /s/ XXXXX X. XXXXXX
-------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
EXECUTIVE
By: /s/ XXXX XXXXXXX
-------------------------------------
Xxxx Xxxxxxx
***************************************
MDMI HOLDINGS, INC. (FOR THE LIMITED
PURPOSE OF EFFECTING THE ASSIGNMENT OF
THE EXISTING AGREEMENT TO THE COMPANY)
By: /s/ XXXXX X. XXXXXX
-------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
[signature page to Xxxx Xxxxxxx Employment Agreement]
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