Exhibit 10.1
EMPLOYMENT AGREEMENT
This Employment Agreement, dated as
of January 1, 2004 (the “Agreement”), is by and
between American Home Mortgage Holdings, Inc., a Delaware
corporation having a place of business at 520 Broadhollow Road,
Melville, NY 11747 (the “Company”), and Robert F.
Johnson, Jr., [address omitted] (the
“Executive”).
Whereas the Company wishes to assure
itself of the services of the Executive, and the Executive desires
to be employed by the Company, upon the terms and conditions
hereinafter set forth.
Now, therefore, the Company and the
Executive hereby agree as follows:
1. Employment . The Company
agrees to employ the Executive, and the Executive hereby accepts
such employment by the Company during the term set forth in
Section 2 and on the other terms and conditions of this
Agreement.
2. Term . The term of this
Agreement shall commence on January 1, 2004, and shall
continue until four weeks after the resignation or discharge of the
Executive.
3. Position, Duties and
Responsibilities, Rights.
(a) During the term of this
Agreement, the Executive shall serve as, and be elected to and hold
the office and title of Executive Vice President, Capital Markets.
As such, the Executive shall have all of the powers and duties
usually incident to such office.
(b) During the term of this
Agreement, the Executive agrees to devote substantially all the
Executive’s time, efforts and skills to the affairs of the
Company during the Company’s normal business hours, except
for vacations, illness and incapacity, but nothing in this
Agreement shall preclude the Executive from devoting reasonable
periods to (i) manage the Executive’s personal
investments, (ii) participate in professional, educational,
public interest, charitable, civic or community activities,
including activities sponsored by trade organizations,
(iii) serve as a director or member of an advisory committee
of any corporation not in competition with the Company or any of
its subsidiaries, or as an officer, trustee or director of any
charitable, educational, philanthropic, civic, social or industry
organizations, or as a speaker or arbitrator; provided,
however , that the performance of the Executive’s duties
or responsibilities in any of such capacities does not materially
interfere with the regular performance of the Executive’s
duties and responsibilities hereunder
(c) Place of Performance . In
connection with the Executive’s employment by the Company,
the Executive shall be based in an office in Melville, New York,
and shall not be required to be absent from there on travel status
or otherwise for more than a reasonable time each year as necessary
or appropriate for the performance of the Executive’s duties
hereunder.
4. Compensation .
(a) During the term of this
Agreement, the Company shall pay the Executive, and the Executive
agrees to accept a base salary at the rate of not less than
$259,000.00 per year (the annual base salary as increased from time
to time during the term of this Agreement being hereinafter
referred to as the “Base Salary”). The Base Salary
shall be paid in installments no
less frequently than monthly. Any increase in
Base Salary or other compensation shall not limit or reduce any
other obligation of the Company hereunder, and once established at
an increased specified rate, the Executive’s Base Salary
hereunder shall not thereafter be reduced.
(b) During the term of this
Agreement, the Executive will be paid a bonus for each calendar
quarter (each, a “Bonus Period”) from Secondary Market
Profits (also referred to herein as “SMPs”, and defined
as the aggregate price difference for all loans sold during month,
between the price the Company receives for a loan and the price the
Company would have received for the loan had it sold the loan to
the best efforts investor offering the highest price for the loan,
that resulting total plus or minus the gain or loss from hedging
activities allocated to the quarter), as set forth below. For
purposes of this subsection, highest price shall be based on the
lock-in period granted a customer. For purposes of this subsection,
hedging activities shall include pairing-out of unfilled forward
sales contracts and options trading. Bonuses will be earned as
follows;
(i) From SMPs for each Bonus Period
arising from loans originated by American Home Mortgage
