EXHIBIT 10.bl
EMPLOYMENT AGREEMENT
SBS TECHNOLOGIES, INC. ("Company") and Xxx Xxxxx ("Employee") agree:
1. EMPLOYMENT. Company employs Employee for the period beginning
on the date of this Employment Agreement and ending upon
discharge or resignation of Employee (the "Employment
Period"). During the Employment Period, Employee will serve in
the capacities determined by the Company. Employee will devote
sufficient time and energies to the business of Company to
accomplish the duties assigned, will perform to the best of
Employee's ability all duties assigned to Employee by Company
and will devote Employee's best efforts to advance the
interests of Company. Employee will have the power and
authority determined by Company.
2. REIMBURSEMENT OF EXPENSES. Company recognizes that Employee in
performing Employee's duties hereunder, may be required to
spend sums of money in connection with those duties for the
benefit of Company. Employee may present to Company an
itemized voucher listing expenses paid by Employee in the
performance of Employee's duties on behalf of Company, and on
presentation of such itemized voucher, Company will reimburse
Employee for all reasonable expenses itemized thereon,
including, but not limited to, travel, meals, lodging,
entertainment, and promotion with respect to all activities
approved in advance by the Company. Employee may receive
advances from Company for anticipated expenses. Employee
agrees that the amount by which an advance exceeds actual
expenses ("Amount") will be promptly refunded to Company upon
determination by Company that it is due, that the Amount may
be deducted from any payments of any nature (including without
limitation salary) owed by Company to employee, and that the
Amount will constitute a debt from Employee to Company,
enforceable by Company in all respects as if Employee had
executed a promissory note or other instrument acknowledging
the debt, bearing interest at a rate of 10% per year from the
date repayment is due and payable in full on demand without
set-off or deduction.
3. SICK LEAVE AND DISABILITY. Employee will be entitled to sick
leave for the number of days determined by Company ("Sick
Leave"). Employee will be considered to be disabled during any
period in excess of Sick Leave during which Employee is unable
to work because of illness or incapacity ("Disability
Period"). Employee will be entitled to receive Employee's full
salary during Sick Leave and will be deemed to be on leave,
without pay, during the Disability Period. If Employee is
unable to work for a period in excess of 180 days, the
Employee, at the discretion of the Board of Directors of
Company, will be considered to have resigned. In no event will
Employee be entitled to payment or other compensation for
unused Sick Leave or Disability Period, unless required by law
or otherwise provided in a policy or employment manual adopted
by the Board of Directors of Company.
4. RESTRICTIONS. Employee may not during the Employment Period,
directly or indirectly, own, manage, operate, invest in,
control, be employed by, participate in, be a financial
sponsor of, or be connected in any manner with the ownership,
management, operation or control of any business which
competes with a business conducted by Company at any time
during the Employment Period or a business which Employee
knows, during the Employment Period, that Company intends to
conduct. The ownership restriction applies, however, only in
the Employee owns a beneficial interest of 5% or more the
capital or profits of the business.
5. RESIGNATION AND DISCHARGE. Employee may resign by giving two
weeks' written notice to Company before resigning. Employee's
death will constitute a voluntary resignation. Company
EMPLOYMENT AGREEMENT - PAGE 1
may discharge Employee without cause upon two weeks' notice.
If the Employment Period is terminated by resignation or
discharge without cause, Employee will be paid Employee's
salary on a pro-rata basis through the effective date of
resignation or discharge ("Effective Date"), and if requested
by Company, employee will continue to render Employee's
services through the Effective Date. If Employee refuses, upon
Company's requests, or fails to render services competently
and in good faith to the Company's benefit through the
Effective Date, Company may deem the Effective Date to be the
date of refusal or failure, as the case may be. If during the
Employment Period, Employee violates any provision or
restriction or fails to perform any obligation contained in
this Employment Agreement or in any Company policy or Company
employment manual or practice, or, unless otherwise provided
by Company policy or Company employment manual, (a) is
reasonably believed by Company (i) to have failed to comply
with any employment or nondiscrimination or similar law,
regulation or policy, (ii) to abuse, as determined by the
Company, alcohol or to use drugs, (other than as prescribed by
Employee's physician), or (b) refuses to submit to testing for
alcohol or drugs, or (c) is reasonably believed by Company to
have committed or is charged with any felony or misdemeanor
(except minor traffic violations and similar offenses),
Company may immediately discharge Employee without liability
for salary after the date of the discharge and without any
other liability to Employee. In no event will Employee be
entitled, upon resignation or discharge with or without cause,
to payment for sick leave or similar benefits of any kind
unless required by law or otherwise provided in a policy or
employment manual adopted by the Board of Directors of
Company.
6. CONFIDENTIAL INFORMATION. Employee acknowledges and recognizes
that Employee is, or will be, employed by Company in a
confidential relationship and may receive and have access to
the confidential business information, customer names,
contracts and other customer data, business methods,
techniques and trade secrets of Company ("Confidential
Information"). Employee may develop ideas, conceptions,
inventions, processes, methods, products and improvements; and
Employee may receive disclosures of ideas, conceptions,
inventions, processes, methods, products and improvements made
by other employees of Company ("Company Inventions"). Employee
may participate with Company in improving and developing
Confidential Information and Company Inventions. Confidential
Information and Company Inventions developed on behalf of
Company are neither commonly known nor readily accessible to
others and are used by Company in its business to obtain a
competitive advantage over Company's competitors who do not
know or use the Confidential Information or Company
Inventions. Protection of the Confidential Information and
Company Inventions against unauthorized disclosure and use is
of critical importance to Company in maintaining its
competitive position. Employee agrees that Employee will not,
at any time, during or after the Employment Period, make any
independent use of, or disclose to any other person or
organization, except as authorized by Company in writing, any
Confidential Information or Company Inventions. Upon
termination of the Employment Period for any reason, Employee
shall promptly deliver to Company all drawings, manuals,
letters, notes, notebooks, reports, customer lists, customer
data, mailing lists, and all other materials and records of
any kind, and all copies thereof, that may be in the
possession of, or under the control of, Employee pertaining to
Company's business including any that contain any Confidential
Information or Company Inventions.
7. PERSONNEL POLICIES. Company's personnel policies apply to all
of Company's employees including Employee and describe
additional terms and conditions of employment of Employee.
Those terms and conditions, as they may be revised from time
to time by Company, are incorporated by reference into this
Employment Agreement. Company reserves the right to revise the
personnel policies from time to time, as Company deems
necessary. If any personnel policy provision conflicts with a
provision of this Employment Agreement, the terms of this
Employment Agreement shall govern.
EMPLOYMENT AGREEMENT - PAGE 2
8. ALCOHOL AND DRUG TESTING. Employee agrees to comply with and
submit to any Company program or policy for testing for
alcohol abuse or use of drugs.
9. BINDING EFFECT. This Employment Agreement constitutes the
entire understanding of the parties, may be modified only in
writing, is governed by laws of New Mexico, and will bind and
inure to the benefit of Employee and Employee's personal
representative and Company and Company's successors and
assigns.
DATED: April 6, 2001
COMPANY:
SBS TECHNOLOGIES, INC.
By: /s/ Xxxxx Xxxxxxxxx
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Xxxxx Xxxxxxxxx
Human Resources Representative
EMPLOYEE:
/s/ Xxx X. Xxxxx
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Xxx Xxxxx
EMPLOYMENT AGREEMENT - PAGE 3
