EXHIBIT 10.1.1
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") effective the 1st day of
August, 2004,
entered into by and between Joe Fahoome
(Employee") and CASINO RATED
PLAYERS INC. a Nevada Corporation ("the
Company"), with its principal
place of business in Miami , Florida.
The Company desires to employ Employee as its President of Casino
Rated
Players and Employee desires to be so employed and;
NOW, THEREFORE, the parties desire to memorialize herein the terms
and
conditions of Employee's employment. In consideration of the
mutual covenants
and promises contained herein and other good and valuable
consideration, the
parties hereby acknowledge the receipt and sufficiency of which
hereto, the
parties agree as follows:
1. Position & Duties
Employee shall serve as President of Casino Rated Players (CRP)
upon the terms
set forth in this Agreement. Employee shall have the
responsibilities
inherent in this position and shall report to the CEO of the
Company (William
Forhan), and Employee shall perform any other duties reasonably
required by
Company's Board of Directors. The primary duties are: to build CRP
into the
casino industries largest Rep Company, implement the corporate
business plan
generating profits and becoming industry leader, target casino Rep
Companies
to acquire, introduce Casino Rated Players to casino presidents and
generate
increased margins, develop strategic marketing plans, accomplish
the financial
projections, review monthly, quarterly and annual financials with
CEO.
2. Term of Employment.
Subject to the provisions of this Agreement, the term of Employee's
employment
under this Agreement ("Period of Employment") shall commence on
June 1, 2004,
until June 1, 2005 (the "Initial Term"). Unless either
party elects to
terminate this Agreement at the end of the initial or any renewal
term by
giving the other party written notice of such election at least
ninety (90)
days before the expiration of the then current term, this Agreement
shall be
deemed to have been renewed for an additional term of one (1) year
commencing
on the day after the expiration of the then current term. Either
party may
elect not to renew this Agreement with or without cause, in which
case this
Section 2 shall govern Employee's termination, and not Section 5.
Upon
expiration of this Agreement after notice of non-renewal, Company
shall
provide Employee all compensation and benefits to which Employee is
entitled
through the date of termination and thereafter Company's obligation
hereunder
shall cease.
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3. Compensation and Benefits.
Salary. The Company shall pay Employee an annual base salary
of Eighty Four
thousand dollars ($84,000) during the term of Employee's
employment, payable
in accordance with the Company's semi-monthly payroll disbursement
cycle
("Base Compensation").
Employee's base compensation shall be reviewed each year during the
term of
Employee's employment, provided that the Company's performance
criteria are
achieved as set forth by the Company each year.
3.1 Vacation and Sick Leave.
Employee will be entitled to four (4)
weeks of vacation, and sick leave equal to six (6) days per year,
and 6
personal days. Vacation time, personal days and sick leave shall
not be
accumulated after the end of any year. Employee's use of vacation
time shall
be subject to the prior approval of the CEO of the Company.
Sick leave shall
accumulate at the rate of one half day per month.
3.2 Expenses. With the prior
approval of the CEO, the Company shall
reimburse Employee for all expenses incurred in connection with his
duties on
behalf of the Company, provided that Employee shall keep, and
present to the
Company, records and receipts relating to reimbursable expenses
incurred by
Employee. Such records and receipts shall be maintained and
presented in a
format, and with such regularity, as the Company reasonably may
require in
order to substantiate the Company's right to claim income tax
deductions for
such expenses.
3.3 Benefits. Employee will be entitled to
participate in the employee
benefit plans or programs of the Company, including medical and
life insurance
and ISOP, to the fullest extent possible, subject to the rules and
regulations
applicable hereto and to standard eligibility and vesting
requirements of any
coverage and shall be furnished with other services and
perquisites
appropriate to Employee's position. Without limiting the
generality of the
foregoing, Employee shall be entitled to the following
benefits:
(a) Comprehensive medical insurance for Employee ;
4. Termination
4.1 Due to Disability
(a) If Employee becomes unable to perform the duties
specified
hereunder due to partial or total disability or incapacity
resulting from a
mental or physical illness, injury or any other cause, Company will
the
payment of Employee's base salary at its then current rate for a
period of (4)
weeks following the date Employee is first unable to perform such
duties
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due to such disability or incapacity. Thereafter, Company shall
have no
obligation for base salary, bonus or other compensation payments to
Employee
during the continuance of such disability or incapacity. Company
will continue
to provide benefits to Employee so long as Employee remains
employed;
(b) If Employee is unable to perform the duties
specified hereunder due to
partial or total disability or incapacity resulting from a mental
or physical
illness, injury or any other cause for a period of TEN (10)
consecutive weeks
or for a cumulative period of SEVENTY (70) business days during any
FIVE (5)
month period ("Disability"), then, to the extent permitted by law,
Company
shall have the right to terminate this Agreement thereafter, in
which event
Company shall have no further obligations or liabilities hereunder
after the
date of such termination except Employee will be deemed disabled
and eligible
for the payments outlined in paragraph 5.1(a). EMPLOYEE REPRESENTS
THAT TO THE
BEST OF EMPLOYEE'S KNOWLEDGE EMPLOYEE HAS NO MEDICAL CONDITION THAT
COULD
CAUSE PARTIAL OR TOTAL DISABILITY THAT WOULD RENDER EMPLOYEE UNABLE
TO PERFORM
THE DUTIES SPECIFIED IN THIS AGREEMENT OTHERWISE THE BENEFITS IN
PARAGRAPH
5.1(a) SHALL BE NULL AND VOID.
4.2 Due to Death. If Employee dies during the period of
employment,
Employee's employment with Company shall terminate as of the end of
the
calendar month in which the death occurs. Company shall have no
obligation to
Employee or Employee's estate for Base Compensation or other form
of
compensation or benefit other than amounts accrued through the date
of
Employee's death, except as otherwise required by law or by benefit
plans
provided at Company expense.
In the event of the termination of Employee's employment due to
Employee's
death or Disability, Employee or Employee's legal representatives,
as the case
may be, shall be entitled to:
(a) In the case of death, unpaid Base Compensation
earned or accrued through
Employee's date of death and continued Base Compensation at a rate
in effect
at the time of death, through the end of one (1) calendar year
after which
Employee's death occurs or the end of the employment term which
ever is the
lesser amount;
(b) Any performance or special incentive bonus earned
but not yet paid;
(c) A pro rata performance bonus for the year in which
employment terminates
due to death or Disability based on the performance of Company
for
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the year during which such termination occurs or, if performance
results are
not av
