EXHIBIT 10.5
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT
AGREEMENT (the "Agreement") is made June 26,
2009, by and between General Employment Enterprises,
Inc. (the
"Company") and Marilyn White (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. All other
employment agreements between
the Employee and the Company are 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 Vice President of Operations with
responsibility for oversight of branch operations for
the permanent
placement / direct hire division of the Company, or
such other
employment consistent with the Employee's background
and experience
and the Company's needs as determined in good faith by
the Chief
Executive Officer ("CEO") of the Company.
Employee shall perform her
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 her best
efforts and her full business and professional time to
the faithful
fulfillment of her duties hereunder.
4.
COMPENSATION
The Employee shall
receive an annual salary of $150,000 per year.
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 Employees termination of
employment with the
Company for any reason other than cause. If
Employee is terminated
for cause all options not yet vested shall immediately
terminate.
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 five 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 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
coverage's.
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 her 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 her
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 her
responsibilities, at Company expense.
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 her employment
hereunder and for the
two-year period following termination of her
employment she 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 the 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 General Employment Enterprises, Inc 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.
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
