Exhibit 10.48
EMPLOYMENT
AGREEMENT
This Employment Agreement
(hereinafter referred to as “Agreement”) is entered
into by and between Perry Ellis International, Inc. (hereinafter
referred to as the “Company”) and Ms. Anita Britt
(hereinafter referred to as “Ms. Britt”).
WHEREAS, the Company desires to
employ Ms. Britt in the capacity as Chief Financial Officer;
and
WHEREAS, the Company and
Ms. Britt desire to set forth in this Agreement the terms and
conditions of said employment, and to establish a mechanism to
resolve disputes relating to said employment, and to establish
limitations on post-term solicitation, use of confidential
information, and competition;
NOW, THEREFORE, in consideration of
the mutual promises and obligations contained in this Agreement,
the Company and Ms. Britt agree as follows:
1. Effective Date and
Term.
This Agreement is effective as of
March 2, 2009 (the “Effective Date”) and will
expire without further notice at 5:00 p.m. e.s.t. on March 1,
2011, and can be terminated at any time by either party in
accordance with the terms and conditions expressly set forth
herein. The period of time beginning on the Effective Date and
running until the earlier of the expiration or termination of the
Agreement shall be referred to as the “Term” of the
Agreement. This Agreement may be renewed for additional periods of
one (1) year upon the mutual written consent of the parties,
such written consent given not later than thirty (30) days
prior to the expiration of the Term.
2. Duties and
Responsibilities.
The Company hereby employs
Ms. Britt as the Company’s Chief Financial Officer, with
such powers and duties as may be established from time to
time by the Company in its discretion. Ms. Britt will report
directly to the Company’s Chief Executive Officer.
Ms. Britt will devote her full time, attention and energies to
the Company’s business. During her employment, Ms. Britt
will not engage in any other business activities on her own behalf
or for any other entity, other than for the benefit of the Company,
regardless of whether such activity is pursued for profits, gains,
or other pecuniary advantage, without the express written consent
of the Company’s Chief Executive Officer. However, nothing in
this Agreement shall prevent Ms. Britt from passively
investing in business activities so long as such investments
require no active participation by Ms. Britt, or from engaging in
other charitable or civic activities so long as such activities do
not materially detract from Ms. Britt’s job duties
herein. Ms. Britt shall be based at the Company’s
principal offices in Miami, Florida except for required travel on
the Company’s business.
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3. Compensation.
a. Base Salary. The Company promises to pay
Ms. Britt a Base Salary at an annualized rate of Three
Hundred, Seventy-Five Thousand Dollars ($375,000.00), less
applicable deductions, payable in installments according to the
Company’s normal payroll practices. Any increases in Base
Salary shall be at the discretion of the Company’s Chief
Executive Officer.
b. Management Incentive
Program. Ms. Britt
shall be eligible to participate in the Company’s Management
Incentive Program (hereinafter, “MIP”). Ms. Britt
shall be eligible for up to 40% target bonus under the MIP. The
amount and method of payment of any compensation paid to
Ms. Britt shall be determined in accordance with the
applicable terms of the MIP.
c. Relocation
Allowance. The Company
will provide relocation benefits to Ms. Britt under the terms
and conditions set forth in the separate Relocation Agreement
attached hereto as Appendix A.
d. Intentionally Deleted.
e. Automobile
Allowance. The Company
promises to pay Ms. Britt a monthly automobile allowance in
the amount of One Thousand Dollars ($1,000.00) per month, less
applicable tax deductions. The payment under this paragraph shall
be made on the first regular payroll of each month during the Term.
Ms. Britt and the Company acknowledge that, as of the date of
this Agreement, the Company is considering implementing certain
policies and procedures related to automobile allowances.
Ms. Britt and the Company agree that the Company shall have
the option, at its discretion, to eliminate the benefit provided
under this Paragraph 3.e in favor of a commensurate upward
adjustment to Ms. Britt’s Base Salary.
f. Non-Qualified
Stock Options. The Company
shall grant to Ms. Britt an option (the “Option”) to
purchase 10,000 shares of the Company’s common stock, $.01
par value per share (the “Common Stock”). The Option
shall vest as to one-quarter ( 1 / 4 ) of the Common Stock
immediately on the first anniversary of the Effective Date, as to
an additional one-quarter ( 1
/
4 ) on the second anniversary
of the Effective Date, as to an additional one-quarter (
1 / 4 ) on the third anniversary
of the Effective Date, and as to the remaining one-quarter (
1 / 4 ) on the fourth anniversary
of the Effective Date, but only so long as Ms. Britt is
employed by the Company on each such vesting date. The Option shall
be forfeited to the extent that it is not vested as of the date
Ms. Britt’s employment is terminated for any reason by
Ms. Britt or by the Company. The Option shall be subject to
such other terms, conditions, and/or restrictions as determined by
the Company and as set forth in the related stock option agreement
to be entered into between Ms. Britt and the
Company.
g. Restricted
Stock. Ms. Britt shall be granted
10,000 fully registered shares of the Company’s common stock
of the class listed on the NASDAQ (“ Shares ”)
One-quarter. ( 1 / 4 ) of the Shares shall vest
on the first anniversary of the Effective Date, one-quarter
( 1 / 4 ) of the Shares shall vest
on the second anniversary of the Effective Date, one-quarter
( 1 / 4 ) of the Shares shall vest
on the third
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anniversary of the
Effective Date, and one-quarter ( 1 / 4 ) of the Shares shall vest on
the fourth anniversary of the Effective Date, but only so long as
Ms. Britt is employed by the Company on each such vesting
date. The Shares shall be forfeited to the extent that they are not
vested as of the date Ms. Britt’s employment is
terminated for any reason by Ms. Britt or by the Company. The
Restricted Stock shall be subject to such other terms, conditions,
and/or restrictions as determined by the Company and as set forth
in the related Restricted Stock agreement to be entered into
between Ms. Britt and the Company.
e. Long Term Incentive
Plan. Ms.
Britt shall be eligible to participate in the Company’s Long
Term Incentive Plan (hereinafter, “LTI”), so long as
Ms. Britt meets the applicable eligibility requirements of the
LTI. Any awards to Ms. Britt under the LTI shall be subject to
the discretion of the Company’s Board of
Directors.
f. Other Employee
Benefits. Ms. Britt
will be eligible to participate in any other group employee benefit
plan that is generally available to all Company employees, so long
as Ms. Britt meets the applicable eligibility requirements of
individual benefit plan and subject to the terms and conditions of
each benefit plan.
4. Ms. Britt’s Death
or Inability to Perform
In the event of
Ms. Britt’s death, this Agreement and the
Company’s obligation to pay Ms. Britt’s salary and
other compensation automatically end. If Ms. Britt becomes
unable to perform her employment duties during the Term of this
Agreement, and she has no paid leave of absence available to her,
her compensation under this Agreement shall automatically end until
such time as Ms. Britt becomes able to resume her job duties
for the Company. In the event that Ms. Britt becomes unable to
perform her employment duties for a cumulative period of twelve
weeks within any span of twelve months, this Agreement and
Ms. Britt’s employment will be automatically terminated.
In such case, Ms. Britt’s unpaid salary and compensation
and unvested equity compensation shall automatically terminate and
forfeit.
5.
Termination by Company for
Cause.
The Company may terminate this
Agreement and Ms. Britt’s employment “for
Cause” at any time with or without notice. As used herein,
“for Cause” shall mean any one of the
following:
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Ms. Britt’s habitual
neglect of her job duties and responsibilities; or
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Commission of any felony;
or
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Commission of a material act of
dishonesty or a material breach of a fiduciary duty; or
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Commission of a serious violation
of any of the Company’s personnel policies, including but not
limited to violations of the Company’s
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