Back to top

EMPLOYMENT AGREEMENT

Employee Retention Agreement

EMPLOYMENT AGREEMENT You are currently viewing:
This Employee Retention Agreement involves

INSIGHT ENTERPRISES INC

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: EMPLOYMENT AGREEMENT
Governing Law: Arizona     Date: 8/11/2008
Industry: FSMISC     Sector: FINANC

Search Employee Retention Agreement by:

Document Title:

Entire Document: (optional)

50 of the Top 250 law firms use our Products every day
Filed by Bowne Pure Compliance

Exhibit 10.4

EMPLOYMENT AGREEMENT

This Employment Agreement (the “Agreement”), which shall be effective as of January 12, 2007, is between Insight Enterprises, Inc., a Delaware corporation (“Company”), and Gary M. Glandon (“Executive”).

RECITALS

 

A.

 

Executive is currently employed by Company in the position of Chief People Officer.

 

 

 

 

 

B.

 

Company and Executive are parties to an Employment Agreement that was effective February 21, 2005 (the “Original Agreement”).

 

 

 

 

 

C.

 

Company and Executive desire to enter into a new employment agreement, the terms and provisions of which are set forth below.

 

 

 

 

 

D.

 

Company and Executive desire and intend for this Agreement to supersede and replace the Original Agreement.

In exchange for valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. TERMS OF AGREEMENT.

(a) Initial Term. Executive shall be employed by Company for the duties set forth in Section 2, below, for a one-year term, commencing as of January 12, 2007 and ending on January 11, 2008 (the “Initial Term”), unless sooner terminated in accordance with the provisions of this Agreement.

(b) Renewal Term; Employment Period Defined. On each successive day after the commencement of the Initial Term, without further action on the part of Company or Executive, this Agreement shall be automatically renewed for a new one-year term dated effective and beginning upon each such successive day (a “Renewal Term”); provided, however, that Company may notify Executive, or Executive may notify Company, at any time, that there shall be no renewal of this Agreement, and in the event of such notice, the Agreement shall immediately cease to renew and shall terminate naturally at the end of the then current Renewal Term. No severance or other post-termination compensation will be due or payable in the event of a termination resulting from non-renewal. The period of time commencing as of the date hereof and ending on the effective date of the termination of employment of Executive under this or any successor Agreement shall be referred to as the “Employment Period.”

2. POSITION AND DUTIES.

(a) Job Duties. Company does hereby employ, engage and hire Executive as its Chief People Officer, and Executive does hereby accept and agree to such employment, engagement, and hiring. Executive’s duties and authority during the Employment Period shall be such executive and managerial duties as the Chief Executive Officer of Company, or Chief Executive Officer’s designee, shall reasonably determine. Executive will devote full time on behalf of Company, or such lesser amount of time as the Chief Executive Officer, or Chief Executive Officer’s designee, may determine, reasonable absences because of illness, personal and family exigencies excepted.

 

1


 

(b) Best Efforts. Executive agrees that at all times during the Employment Period Executive will faithfully, and to the best of Executive’s ability, experience and talents, perform the duties that may be required of and from Executive and fulfill Executive’s responsibilities hereunder pursuant to the express terms hereof. Executive’s participation as an officer, director, consultant or employee of any entity (other than Company) must be disclosed to the Company and the Board of Directors of Company. Additionally, Executive shall disclose to the Company and the Board of Directors of Company any interest in a company that is engaged in a Competing Business as defined in Section 10, below, unless such interest constitutes less than 1% of the issued and outstanding equity of such company.

(c) Section 16. If, at the time Executive’s employment is terminated for any reason, Executive is a person designated to file pursuant to Section 16 under the Securities Exchange Act of 1934, Executive will provide to Company a written representation in a form acceptable to Company that all reportable pre-termination securities transactions relating to Executive have been reported.

3. COMPENSATION.

(a) Base Salary. Company shall pay Executive a “Base Salary” in consideration for Executive’s services to Company, payable as nearly as possible in equal semi-monthly installments or in such other installments as are customary from time to time for Company’s executives. The Base Salary may be adjusted from time to time in accordance with the procedures established by Company for salary adjustments for executives, provided that the Base Salary shall not be reduced.

(b) Incentive Compensation. Executive shall be eligible for an incentive bonus pursuant to one or more incentive compensation plans established by the Company from time to time (each, an “Incentive Compensation Plan”). The amount of such incentive bonus, if any, shall be based on the extent to which Executive or Company, or any combination of Executive, Company and Company’s direct and indirect subsidiaries, achieve objectives set forth in the Incentive Compensation Plan, or Incentive Compensation Plans, for the relevant time period. For purposes of this Agreement, Incentive Compensation Plan, and Incentive Compensation Plans, does not include any employee benefit, stock option, restricted stock or other equity-based plan, and the benefits under such plans shall be governed by their respective plan documents.

(c) Incentive and Benefit Plans. Executive will be entitled to participate in those benefit plans generally provided for Company’s executives in the same or a similar tier of management, in accordance with the terms of such benefit plans. Additionally, Executive shall be entitled to participate in any other benefit plans made available generally to employees of Company from time to time, including but not limited to, any savings plan, life insurance plan and health insurance plan, all subject to any restrictions specified in, or amendments made to, such plans.

 

2


 

4. BUSINESS EXPENSES.

Company will reimburse Executive for any and all necessary, customary and usual expenses which are incurred by Executive on behalf of Company, provided Executive provides Company with receipts to substantiate the business expense in accordance with Company’s policies or otherwise reasonably justifies the expense to Company.

5. DEATH OR DISABILITY.

(a) Death. This Agreement shall terminate upon Executive’s death, but Executive’s estate shall be entitled to receive the Base Salary for ninety (90) days following the date of Executive’s death. Company shall also pay to Executive’s estate (1) with respect to any Incentive Compensation Plan with quarterly objectives, the sum of (i) a prorated portion of any incentive compensation to which Executive would have been entitled (had Executive not died) for the quarter in which Executive died and (ii) the amount of incentive compensation for the last completed quarter prior to the date of Executive’s death, plus (2) with respect to any Incentive Compensation Plan with annual objectives, a prorated bonus for the year in which the Executive died, each to be calculated as soon as reasonably practicable, allowing Company a sufficient amount of time to calculate such amount.

(b) Disability. This Agreement shall also terminate in the event of Executive’s “Disability.” For purposes of this Agreement, “Disability” means the inability of Executive to perform Executive’s essential job duties, with or without a reasonable accomodation, for a period of thirty (30) consecutive days or for sixty (60) days within any period of one-hundred and eighty (180) days due to a physical or mental injury or illness that occurs while Executive is actively employed by Company. Any dispute concerning whether Disability has occurred will be determined by a physician selected by Company. If this Agreement is terminated due to Executive’s Disability, Executive shall receive the Base Salary for ninety (90) days following the date of termination and (1) with respect to any Incentive Compensation Plan with quarterly objectives, the sum of (i) a prorated portion of any incentive compensation to which Executive would have been entitled (had termination not occurred) for the quarter in which this Agreement is terminated due to Executive’s disability and (ii) the amount of incentive compensation for the last completed quarter prior to the date of termination, plus (2) with respect to any Incentive Compensation Plan with annual objectives, a prorated bonus for the year in which termination occurs, each to be calculated as soon as reasonably practicable, allowing Company a sufficient amount of time to calculate such amount.

6. TERMINATION BY COMPANY.

(a) Termination for Cause. Company may terminate this Agreement at any time during the Initial Term or any Renewal Term for “Cause” upon written notice to Executive. If Company terminates this Agreement for “Cause,” Executive’s Base Salary shall immediately cease, and Executive shall not be entitled to severance payments, incentive compensation payments or any other payments or benefits pursuant to this Agreement, except for any vested rights pursuant to any benefit plans in which Executive participates and any accrued compensation, accrued and unused vacation pay and similar items. For purposes of this Agreement, the term “Cause” shall mean the termination of Executive’s employment by Company for one or more of the following reasons: (1) the misappropriation (or attempted misappropriation) of any of Company’s funds or property; (2) the conviction of, or the entering of a guilty plea or plea of no contest with respect to, a felony or misdemeanor which involves moral turpitude or a fraudulent act; (3) willful or repeated neglect of duties (after notice and an opportunity to cure); (4) acts of material dishonesty, disloyalty or insubordination toward Company; (5) violation of Company’s Values or any material policy with respect to Company’s business or operations; (6) significant and repeated deficiencies with respect to performance objectives assigned by the Chief Executive Officer of Company (after notice and opportunity to cure); (7) insolvency of Company; or (8) Executive’s material breach of this Agreement. If Executive is terminated for Cause, Company shall be obligated to pay Executive only the Base Salary (from Section 3(a)) and benefits (from Section 4) due to Executive through the termination date, and Executive will not be entitled to, nor will Executive receive, any type of severance payment.

 

3


 

(b) Termination Without Cause. Company also may terminate Executive’s employment at any time during the Initial Term or any Renewal Term without Cause. Company may, at its discretion, place Executive on a paid administrative leave prior to the actual date of termination set by Company. During the administrative leave, Company may bar Executive’s access to Company’s offices or facilities if reasonably necessary to the smooth operation of Company, or may provide Executive with access subject to such reasonable terms and conditions as Company chooses to impose.

(c) Continued Compensation. Should Executive’s employment by Company be terminated without Cause, Executive shall receive as a lump sum within three (3) business days (or sooner if required by law) following such termination the total amount of Executive’s base salary for the remainder of the Initial Term or current Renewal Term. Executive shall have no duty to mitigate damages in order to receive the compensation described by this Subsection, and the compensation shall not be reduced or offset by other income, payments or profits received by Executive from any source.

(d) Incentive Compensation. If Executive is terminated for Cause, Executive shall not be entitled to receive any incentive compensation payments for the quarter in which Executive’s employment is terminated or for any other periods. If Executive is terminated without Cause, Executive shall receive, in a lump sum, an amount equal to (1) with respect to any Incentive Compensation Plan with quarterly objectives, the sum of (i) a prorated bonus for the quarter in which the termination takes place and (ii) four times Executive’s bonus for the last completed quarter, plus (2) with respect to any Incentive Compensation Plan with annual objectives, a prorated bonus for the year in which the termination takes place (as so calculated, the “Incentive Severance Compensation”), each to be paid as soon as reasonably practicable, allowing Company a sufficient amount of time to calculate such amount. Executive shall have no duty to mitigate damages in order to receive the compensation described by this Subsection, and the compensation shall not be reduced or offset by other income, payments or profits received by Executive from any source.

(e) Other Plans. Except to the extent specified in this Section 6 and as provided in this Subsection (e), termination of this Agreement shall not affect Executive’s participation in, distributions from, and vested rights under, any employee benefit, stock option, restricted stock or other equity-based plan of, or maintained by or for, Company, which benefits will be governed by the terms of those respective plans, in the event of Executive’s termination of employment.

 

4


 

7. TERMINATION BY EXECUTIVE.

(a) General. Executive may terminate this Agreement at any time, with or without “Good Reason” by providing Company with thirty (30) days advance written notice. Company may, at its discretion, place Executive on a paid administrative leave during all or any part of any such notice period. During the administrative leave, Company may bar Executive’s access to Company’s offices or facilities if reasonably necessary to the smooth operation of Company, or may provide Executive with access subject to such reasonable terms and conditions as Company chooses to impose.

(b) Good Reason Defined. For purposes of this Agreement, “Good Reason” shall mean and include each of the following (unless Executive has expressly agreed to such event in a signed writing): (1) assignment of Executive to a position that is not substantially executive in nature; (2) any material act or acts of dishonesty by Company directed toward or affecting Executive; (3) any illegal act or instruction directly affecting Executive by Company, which is not withdrawn after the Company is notified of the illegality by Executive; or (4) Company’s material breach of this Agreement (after notice and an opportunity to cure).

(c) Effect of Good Reason Termination. If Executive terminates this Agreement for Good Reason (as defined in Section 7(b)), it shall for all purposes be treated as a termination by Company without Cause.

(d) Effect of Termination without Good Reason. If Executive terminates this Agreement without Good Reason, while the termination shall not be characterized as a termination for Cause, it shall for all purposes, result in the same compensation as a termination for Cause.

8. CHANGE IN CONTROL OF COMPANY.

This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more