EMPLOYMENT AGREEMENT
This Employment Agreement (this “
Agreement ”) is entered into this 6th day of March,
2007 (the “ Effective Date ”) by and between
JUMA ACQUISITION CORP., a Delaware corporation with offices located
at 154 Toledo Street, Farmingdale, New York 11735 (Juma Acquisition
Corp., together with its affiliates, hereinafter, the “
Company ”) and Albert Rodriquez, an individual with an
address at [_______________] (hereinafter, the “
Employee ”).
W I T N E S S E T H:
WHEREAS, the Company is engaged in a business
that includes the installation and wiring of Digital Video
Surveillance and Recording Systems, Access Control Security
Systems, Network Data Security, Phone Systems, Information
Technology (IT) Services and Related Equipment, that is provided to
its corporate, commercial, retail, business and educational
customers; and
WHEREAS, the Company desires to employ the
Employee as [_____________], and desires to provide him with
compensation and other benefits on the terms and conditions set
forth in this Agreement; and
WHEREAS, the Employee wishes to accept such
employment and perform services for the Company on the terms and
conditions hereinafter set forth;
NOW THEREFORE, it is hereby agreed by and
between the parties as follows:
(a) Subject
to the terms and conditions of this Agreement, the Company agrees
to employ Employee during the term hereof as its
[____________]
(b) Subject
to the terms and conditions of this Agreement, Employee hereby
accepts employment as [____________] of the Company and agrees to
devote his full working time and efforts, to the best of his
ability, experience and talent, to the performance of services,
duties and responsibilities on behalf of the Company, or at the
Company’s option, any affiliate of the Company in connection
therewith.
2.
Term of Employment . Employee’s term of employment
under this Agreement (the “ Term ”) commenced on
the Effective Date and, subject to the terms hereof, shall continue
for two (2) years until March 5, 2009. At such time, this Agreement
shall automatically terminate.
(a)
Salary . During the Term, the Company shall pay Employee a
base salary at the rate of One Hundred Twenty-Five Thousand Dollars
($125,000) per annum (“ Base Salary ”). The Base
Salary shall be payable in accordance with the ordinary payroll
practices of the Company, but no less frequently than
semi-monthly.
(b)
Bonus . As an inducement to the Employee, during the Term of
this Agreement and any renewal or extension period thereafter, the
Employee, provided Employee is duly employed by the Company in
accordance with the terms hereof at the time of the award of such
bonus, shall be entitled to receive an annual bonus in the amount
and pursuant to the terms and conditions set forth in Schedule
A attached hereto.
(c)
Compensation Plans and Programs . Employee shall be eligible
to participate in the Company’s 2006 Stock Option Plan or any
other compensation plan maintained by the Company in which other
employees of the Company participate, on similar terms.
(a)
Medical and Dental Plans . The Company shall provide to the
Employee and his family, during the Term, or any renewal or
extension thereafter, with coverage under all employee medical and
dental benefit programs, plans or practices adopted by the Company
and made available to all employees of the Company.
(b)
Life and Disability Insurance Benefit Plans . The Company
shall provide Employee during the Term, or any renewal or extension
thereafter, with coverage under all employee life insurance and
disability insurance plans as may be adopted and in effect by the
Company and made available to all employees of the
Company.
(c)
Vacation Benefit . The Employee shall be entitled to three
(3) weeks paid vacation in each calendar year (but no more than ten
(10) consecutive business days at any given time), which shall be
taken at such times as are consistent with Employee’s
responsibilities hereunder. The Employee’s vacation schedule
shall be submitted and approved by the Company. The Employee agrees
and understands that vacation days shall not be taken during any
period upon which the Company is undergoing a financial audit by
its approved financial auditors. Unless otherwise approved by the
Company, any vacation days not taken in any calendar year shall be
forfeited without payment therefore.
5.
Termination of Employment . The Company may terminate
Employee’s employment at any time for any reason.
6.
Termination in the Event of Death or Disability . For
purposes of this Agreement, “
Permanent Disability ” shall mean a disability that
would entitle Employee to receive benefits under the
Company’s long-term disability plan as in effect from time to
time or, if no such policy be in effect, which prevents the
Employee from performing his duties hereunder for one hundred
eighty (180) consecutive days or more.
(a) In
the event that Employee’s employment is terminated as a
result of the Employee’s permanent disability or by the
Employee’s death, then Employee or his Estate shall only be
entitled to receive Base Salary and Bonuses already earned and
accrued through the date of termination.
(b) In
the event of termination of the Employee due to Employee’s
death or permanent disability, Employee’s benefits under the
Company’s 2006 Stock Option Plan shall terminate pursuant to
the terms set forth in such plan. Notwithstanding the foregoing, in
the event of termination due to death, Employee’s option
shall immediately vest. All other such benefits identified herein
shall be maintained and in effect for three (3) additional months
by the Company. After the termination of Employee’s
employment under this Section 6 and payment of all amounts due to
Employee under the terms of this Agreement, the obligations of the
Company under this Agreement to make any further payments, or
provide any benefits specified herein (other than benefits required
to be provided by applicable law or under the terms of any employee
benefit of the Company in which the Employee was a participant) to
Employee shall thereupon cease and terminate.
7.
No Conflicts of Interest . The Employee shall not, directly
or indirectly, engage or become interested in any other business,
whether or not such business is competi
