Exhibit 10.01
EXHIBIT D
EMPLOYMENT AGREEMENT
June 17,
2009
Robert W.
Singerman
19901 Arbor
Path
Lutz, Florida
33559
Dear
Robert:
On behalf of Innovative Software Technologies,
Inc. ( “Innovative” ) and its
wholly-owned subsidiary, The WEB Channel Network, Inc., (
“WEB Channel” or the
“Company” ), it is my pleasure as
President of Innovative and as the current President of the Company
to extend this offer of employment to you to serve as the new
President of the Company. With your acceptance of this
offer, by your signature below and your delivery of this letter
agreement to the Company with your signature, this letter agreement
will constitute your employment agreement with the Company (
“this Agreement” ). At that
time, I will resign as President of the Company and assume the role
of Chief Financial Officer of the Company.
In addition to your appointment as President,
the Company will ask you to join its Board of Directors and serve
in the role of Chairman. The duties, responsibilities
and benefits of the Chairman of the Board of Directors will be
outlined in a separate letter to you.
The terms and conditions of your employment by
the Company are as follows:
|
|
You will report
to the Board of Directors of the Company and you will be
responsible for pursuing the corporate strategy, executing the
business plan and managing the overall affairs of the Company as
approved by the Board of Directors.
|
|
|
Three years
from the Start Date, provided that either party may cancel this
agreement by giving the other party written notice of a prior
termination.
|
|
|
$150,000 per
year and payable bi-weekly. The parties agree that
during the initial stage of the Company’s development, as
equity funding is arranged and positive cash flow is achieved, a
portion of the base salary will need to be deferred. The
parties also agree that this base salary relates to a full-time
position. Increases in base salary may occur annually at
the discretion of the Company’s Compensation
Committee.
|
|
|
Also at the
discretion of the Company’s Compensation Committee,
performance bonuses may be approved on a semi--annual or annual
basis.
|
|
|
If the Company
terminates you without “Cause” for any
reason during the Term or any extension thereof, then the Company
agrees that as severance, it will continue to pay you your Base
Salary and maintain your employee benefits for a period that is
equal to one month for every full year of your employment by the
Company (subject to a minimum of one month and a maximum of two
months), beginning on the date of your termination notice. For the
purposes of this Agreement, the Company shall have
“Cause” to terminate your employment
hereunder upon: (i) failure to materially
perform and discharge your duties and responsibilities under this
Agreement (other than any such failure resulting from incapacity
due to illness) after receiving written notice and allowing you ten
(10) business days to cure such failures, if so curable, provided,
however, that after one such notice has been given to you, the
Company is no longer required to provide time to cure subsequent
failures under this provision, or (ii) any breach by you of
the provisions of this Agreement; or (iii) misconduct which,
in the opinion and sole discretion of the Company, is injurious to
the Company; or (iv) any felony conviction involving the
personal dishonesty or moral turpitude, or (v) engagement in
illegal drug use or alcohol abuse which prevents you from
performing your duties in any manner, or (vi) any material
misappropriation, embezzlement or conversion of the Company’s
or any of its subsidiary’s or affiliate’s property or
business opportunities by you; or (vii) willful misconduct
by you in respect of your duties or obligations under this
Agreement or the Non-Disclosure, Non-Competition, Non-Solicitation,
and Invention Agreement.
You acknowledge
and agree that any and all payments to which you are entitled under
this Section are conditioned upon and subject to your execution of
a general waiver and release, in such reasonable form as counsel
for each of the Company and you shall agree, of all claims you have
or may have against the Company.
|
|
