Exhibit 10.62
EXTENSION EXECUTIVE EMPLOYMENT
AGREEMENT
Mark A. Bock
June 14, 2007
Page 1 of 5
EXTENSION EXECUTIVE EMPLOYMENT
AGREEMENT
Mark A. Bock
Whereas, Certified Diabetic
Services, Inc., a State of Delaware Corporation (“the
Company”) is in the business as a diabetic supplies mail
order business complemented by other mail order business, products
and services for it clients; and
Whereas,
Mr. Mark A. Bock, (“Executive”) located at
4260 3 rd Avenue SW, Naples, FL 34119,
has been providing services under an existing contract that
commenced June 25, 2006, and expires September 30, 2006.
The Executive has been operating as Financial Consultant during the
aforementioned time period providing the Company with Financial
Consulting including closing the monthly income statements and
balance sheets for year 2005, providing information for Auditors,
providing schedules for new debt arrangements and making
adjustments as directed by the Auditors to the financial statements
and general ledger of the Company.
Whereas, the Company wishes to
retain the services of the Executive and the Executive wishes to
have his services be retained by the Company.
Now, therefore, the parties agree as
follows:
Terms of this
Agreement : The
terms and conditions of this agreement and the employment of the
Executive shall continue for two (2) consecutive one
(1) year periods commencing on October 1, 2006 and
extending to September 30, 2010.
Services of the
Executive : Executive is hereby expected to perform services
for the Company for the term of the agreement in such capacity as
by title and by duties, Vice President and Chief Financial Officer,
whose responsibilities are to include but does not exclude and
takes take full responsibility for the protection and guardianship
of all of the Company’s assets, reporting to the Chairman and
Chief Executive Officer and providing reports for all financial
information, forecasts, management operations information and any
irregularities to the Board of Directors. The Executive is
responsible for providing business operation information and
financial information to comply with SEC regulations on a quarterly
and annual basis. The Executive is to provide reports of financial
condition and business information to legal counsel, board of
directors, and annual shareholder meetings. The Executive is
responsible for outside professionals consisting of monthly
accounting review and auditor functions. The Executive is to
perform operational and general management duties for the Company
including upgrading existing operational control systems,
developing management information systems, negotiate with debt and
other funding sources.
Reporting
Structure : Reporting to the Executive is
the Controller, Accounting, including Accounts Payable, Accounts
Receivable, Billing Processes, Warehousing and existing and new
Product Purchasing. The Executive shall report to the Chairman of
the Board (“Chairman”) and Chief Executive Officer
(“CEO”).
EXTENSION EXECUTIVE EMPLOYMENT
AGREEMENT
Mark A. Bock
June 14, 2007
Page 2 of 5
Change of
Control : In
the event of a change of control (“Control Change”) of
the Company as defined by any of the following including, but not
excluding, any other definition of change of control, the IRS, SEC
regulations, Company Articles of Incorporation, its Bylaws or
change of control from the sale, merger or takeover of 15% of the
Company by individuals or another entity for whatever reason, the
Executive may terminate his employment within a 6 month period
after such event and will be entitled to continue to be paid
pursuant to all of the terms of this Extended Employment Contract
Agreement. This extended agreement shall be entrust to any entity,
party or parties of the Control Change and shall remain in full
force and effect until its natural termination on March 31,
2010.
Compensation
:
The Company agrees
to pay the Executive $140,000 per year during the first extension
year commencing May 31, 2008, and continuing through the
second (2 nd ) consecutive year through
March 31, 2010. Any increases in compensation during the term
of this agreement are to be determined by the Board of Directors.
Unpaid compensation of any sort in this agreement shall be accrued
and mutually agreed to be paid as is economically reasonable by the
Company. Further, upon the natural termination of this agreement,
any unpaid compensation shall be paid over a mutually agreed upon
period of time.
Insurance
: The Company agrees to pay all the
Executive’s family’s health and hospitalization
insurance, dental and vision (“the Plan”) expenses with
the exception of those portions of the Plan, co-pay or deductibles
which are to be paid by the Executive. In the event certain medical
coverage is not within the plan and those health procedures or
hospital confinement items missing from the medical coverage plan
are not covered by the Plan including family-out-of-plan coverage
for health, hospitalization, dental, vision, and dermatology,
expenses are agreed to be paid by the Company for the term of this
extended agreement. In addition, if and when the Executive reaches
retirement age as determined by coverage for Medicare Part A and B,
the Company shall provide at its expense a full supplemental policy
for the life of the Executive. The Company, if financially
reasonable as determined by the Board of Directors, at its expense
shall provide Key Man life insurance directing the Company to be
its beneficiary and an amount of life insurance of an equal amount
to Key Man insurance for the Executive as an individual shall be
paid for by the Company fo