EXHIBIT 10.4
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT
AGREEMENT (the "Agreement") is made June 26,
2009, by and between General Employment Enterprises,
Inc., an Illinois
corporation, (the "Company") and Kent M. Yauch (the
"Employee")
(collectively the "Parties"). For valuable
consideration, the
sufficiency of which is hereby acknowledged, the
Parties agree as
follows:
1.
EMPLOYMENT AGREEMENT
Upon the terms and
subject to the conditions contained in this
Agreement, the Company hereby offers and the Employee
hereby accepts
employment with the Company. Upon the Closing
Date, the employment
agreement between the Employee and the Company dated
December 5, 2001,
as amended, shall be revoked and shall have no force
or effect.
2. TERM OF
EMPLOYMENT
The term of this
Agreement shall be for two (2) consecutive years
commencing upon the closing date of the Stock Purchase
Agreement
between the Company and PSQ, LLC ("Closing Date").
3.
SERVICES
The Employee shall be
the Chief Financial Officer with such
duties as are consistent with that of a company's
chief financial
officer, with Employee's background and experience,
and with the
Company's needs as determined in good faith by the
CEO. Employee shall
perform his duties under this Agreement in accordance
with such
reasonable standards expected of employees with
comparable positions
in comparable organizations and as may be established
from time to
time by the Company's Board of Directors.
Employee shall devote his
best efforts and his full business and professional
time to the
faithful fulfillment of his duties hereunder.
4.
COMPENSATION
The Employee shall
receive an annual salary of $150,000 per year,
payable in installments no less frequently than
monthly. Employee
shall also receive as additional compensation a grant
of an additional
twenty-five thousand (25,000) non-qualified stock
options of which
one-half (1/2) shall vest immediately and the
remainder shall vest one
(1) year after the Closing Date. These options shall
have an exercise
price equal to the Company's trading price on the date
of the grant
and have a ten (10) year term. The options shall
terminate three (3)
years after Employee's termination of employment with
the Company for
any reason other than Cause, as defined below.
If Employee is
terminated for Cause all options not yet vested shall
immediately
terminate.
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5. FRINGE
BENEFITS AND PERQUISITES
The Employee shall be
entitled to all fringe benefits and
perquisites that may be provided generally for the
most senior
executive officers of the Company pursuant to policies
established
from time to time by the Company's Board of Directors,
including, but
not limited to annual vacations of four (4) weeks per
year (which
vacation shall accrue pro rata over each year of
employment and shall
not carry over from year to year without the consent
of the CEO), and
participation in the Company's family medical plan,
and any pension
plan or profit sharing plan the Company may institute.
At no time
shall Employee's benefits be reduced to exclude
current coverages,
including, but not limited to, group health, life, and
disability
insurance.
6.
REIMBURSEMENTS
The Employee shall be
reimbursed for all direct and substantiated
out-of-pocket expenditures duly made on the Company's
behalf in the
performance of his services under this Agreement,
subject to timely
reporting requirements imposed from time to time by
the Company's
Board of Directors.
7. OFFICE
SPACE
The company will provide
the employee with office space in the
Chicago area suitable for the Employee's use in
carrying out his
responsibilities, including appropriate support and
technology
resources. If the corporate office would become
unavailable, one of
the existing branch offices would be utilized.
In the event that the
corporate headquarters should be relocated out of the
Chicago area,
the employee agrees to reasonable travel as needed to
carry out his
responsibilities, at Company expense, said travel not
to exceed two
weeks per quarter without Employee's written
consent.
8. COVENANT
NOT TO COMPETE
In consideration for the
term of employment, salary and benefits
paid to the Employee by the Company as described
herein, Employee
agrees that during the term of his employment
hereunder and for the
two-year period following termination of his
employment he will not
solicit the customers of the Company, or directly or
indirectly
solicit for employment any employees of Company.
For purposes hereof,
"Company" shall include any entity into which the
Company may be
merged or to which substantially all the business and
assets of the
Company are transferred, and shall include all
affiliates of the
Company at the date of termination. For purposes
hereof, "affiliate"
shall include any business controlling, controlled by,
or under common
control with the Company and its successors.
Employee has carefully
read and considered the provisions of this
paragraph and, having done so, agrees that the
restrictions set forth
therein, including, but not limited to, the time
period of restriction
and geographical areas of restriction, are fair and
reasonable and are
reasonably required for the protection of the
interests of the
Company.
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If, notwithstanding the
foregoing, any of the provisions hereof
shall be held to be invalid or unenforceable, the
remaining provisions
shall nevertheless continue to be valid and
enforceable as though the
invalid or unenforceable parts had not been
included. In the event
that any provision relating to the time period
and/or the areas of
restriction and/or related aspects shall be declared
by a court of
competent jurisdiction to exceed the maximum
restrictiveness such
court deems reasonable and enforceable, the time
period and/or areas
of restriction and/or related aspects deemed
reasonable and
enforceable by the court shall become the maximum
restriction in such
regard, and the restriction shall remain enforce able
to the fullest
extent deemed reasonable by such court.
In the event of a breach
or threatened breach of any of the
covenants herein, the Company shall have the right to
seek equitable
relief, including specific performance by means of an
injunction
against the Employee and against the Employee's
partners, agents,
representatives, servants, employers, employees,
and/or any and all
persons acting directly or indirectly by or with it or
them, to
prevent or restrain any breach or further
breach. In the event
Company obtains any such equitable relief, the party
against whom
relief is obtained shall reimburse Com
