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EXHIBIT 10.1 EMPLOYMENT AGREEMENT

Employment Agreement

EXHIBIT 10.1 EMPLOYMENT AGREEMENT | Document Parties: PIKE ELECTRIC CORP | Audie Simmons  | Pike Electric, Inc., You are currently viewing:
This Employment Agreement involves

PIKE ELECTRIC CORP | Audie Simmons | Pike Electric, Inc.,

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Title: EXHIBIT 10.1 EMPLOYMENT AGREEMENT
Governing Law: Delaware     Date: 11/27/2006
Industry: Construction Services     Law Firm: Pike Electric, Inc.     Sector: Capital Goods

EXHIBIT 10.1 EMPLOYMENT AGREEMENT, Parties: pike electric corp , audie simmons  , pike electric  inc.
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Exhibit 10.1

EMPLOYMENT AGREEMENT

      THIS EMPLOYMENT AGREEMENT (“Agreement”), effective this 20 th day of November, 2006 (“Effective Date”), is entered into by and between Audie Simmons (“Executive”) and Pike Electric, Inc., a North Carolina corporation (the “Company”) and, solely with respect to Section 4(b), Pike Electric Corporation, a Delaware corporation.

WHEREAS, Executive desires to provide the Company and certain of its subsidiaries with his services, and the Company desires to employ Executive on the terms and subject to the conditions set forth herein;

     NOW, THEREFORE, in consideration of the mutual representations, warranties, covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:

 

1.

 

Employment. Subject to the terms and conditions of this Agreement, the Company agrees to employ Executive, and Executive agrees to be employed by the Company in the position of Senior Vice-President Operations commencing November 20, 2006.

 

 

 

 

 

2.

 

Position. During the period of his employment hereunder, Executive agrees to serve the Company, and the Company shall employ Executive, as Senior Vice-President Operations, or in such other executive capacity or capacities, at the same level of seniority, as may be determined from time to time by the CEO of Pike Electric, Inc.

 

 

 

 

 

3.

 

At-Will Employment and Duties .

 

(a)

 

Executive and the Company agree that Executive’s employment hereunder will be at-will (as defined under applicable law), and may be terminated at any time, for any reason, at the option of either party, subject to the provisions of Section 5 below.

 

 

 

 

 

(b)

 

Duties. During the period of his employment hereunder and except for illness, reasonable vacation periods, and reasonable leaves of absence, Executive shall in good faith (i) devote all of his business time, attention, skill and efforts to the business and affairs of the Company and its affiliated companies and (ii) report to the Chief Executive Officer of Pike Electric, Inc. (the “CEO”).

 

 

4.

 

Salary; Incentive Bonus; Reimbursement of Expenses; Other Benefits .

 

(a)

 

Salary. During the period of employment under this Agreement, Executive shall be paid a salary at the rate of $410,852 annually (“Base Salary”) commencing November 20, 2006. The Base Salary shall be reviewed annually and may be adjusted as determined by the Board of

 


 

 

 

 

Directors of Pike Electric, Inc. (the “Board”) (or any authorized committee thereof) in consultation with the CEO.

 

 

 

 

 

(b)

 

Stock Options . Executive will be eligible for future grants of stock options and/or restricted stock in accordance with any future Pike Incentive Plan and form of stock option agreement as the Board of Directors of Pike Electric Corporation, or any authorized committee thereof in its sole discretion may determine from time to time in consultation with the CEO.

 

 

 

 

 

(c)

 

Reimbursement of Expenses . The Company shall pay or reimburse Executive, in accordance with its normal policies and practices, for all reasonable travel and other expenses incurred by Executive in performing his obligations under this Agreement.

 

 

 

 

 

(d)

 

Other Benefits . During the period of employment under this Agreement, Executive shall be entitled to participate in all other benefits of employment generally available to other executives of the Company and those benefits for which such persons are or shall become eligible, when and as he becomes eligible therefore (including but not limited to any deferred compensation plan and 401(k) plan).

 

5.

 

Termination of Employment .

 

 

(a)

 

Termination by the Company for Cause. The Company may terminate Executive’s employment under this Agreement for “Cause” (as hereinafter defined) or otherwise at will at any time immediately upon written notice, or where applicable, upon Executive’s failure to cure the breach as provided below, whereupon the Company shall have no further obligation hereunder to Executive, except for payment of amounts of Base Salary accrued through the termination date. For purposes of this agreement, “Cause” shall mean: (i) the continued willful failure by Executive to substantially perform his duties with the Company, (ii) the willful engaging by Executive in gross misconduct materially and demonstrably injurious to the Company or (iii) Executive’s material breach of Sections 3, 6 or 7 of this Agreement; provided, that with respect to any breach that is curable by Executive, as determined by the Board in good faith, the Company has provided Executive written notice of the material breach and Executive has not cured such breach, as determined by the Board in good faith, within fifteen (15) days following the date the Company provides such notice.

 

 

 

 

 

(b)

 

Termination as a Result of Executive’s Death or Disability . If Executive’s employment hereunder is terminated by reason of Executive’s Disability (as hereinafter defined) or death, Executive’s (or Executive’s estate’s) right to benefits under this Agreement will terminate as of the date of such termination and all of the Company’s obligations hereunder shall immediately cease and terminate, except that Executive or Executive’s estate, as the case may be, will be entitled to receive accrued Base Salary and benefits through the date of termination. As used herein, Executive’s Disability shall have the

 


 

 

 

 

meaning set forth in any long-term disability plan in which Executive participates, and in the absence thereof shall mean that, due to physical or mental illness, Executive shall have failed to perform his duties on a full-time basis hereunder for one hundred eighty (180) consecutive days and shall not have returned to the performance of his duties hereunder on a full-time basis before the end of such period, and if Disability has occurred termination shall occur within thirty (30) days after written notice of termination is given (which notice may be given before the end of the one hundred eighty (180) day period described above so as to cause termination of employment to occur as early as the last day of such period).

 

 

 

 

 

(c)

 

Termination by Executive for Good Reason or by the Company other than as a Result of Executive’s Death or Disability or other than for Cause .

 

(i)

 

If Executive’s employment is terminated by Executive for “Good Reason” (as hereinafter defined) or by the Company for any reason other than Executive’s death or Disability or other than for Cause, subject to Executive entering into and not revoking a release of claims in favor of the Company and abiding by the covenants of non-competition, non-solicitation and confidentiality set forth in Section 6, Executive shall be entitled to the following benefits:

 

 

 

 

1)

 

Cash severance payments equal in the aggregate to twelve (12) months of Executive’s annual Base Salary at the time of termination, payable in twelve (12) equal monthly installments beginning at the end of the first full month following termination of employment.

 

 

 

 

 

2)

 

Continuation of Executive’s medical and health insurance benefits for a period equal to the lesser of (i) twelve (12) months, or (ii) the period ending on the date Executive first becomes entitled to medical and health insurance benefits under any plan maintained by any person for whom Executive provides services as an employee or otherwise.

 

 

 

(ii)

 

For purposes of this Agreement, “Good Reason” shall mean: (a) a material reduction (without Executive’s express written consent) in Executive’s title or responsibilities; (b) the requirement that Executive relocate to an employment location that is more than 50 miles from his employment location on the Effective Date; or (c) the Company’s material breach (without Executive’s express written consent) of Sections 2 or 4 of this Agreement; provided, that Executive has provided the Company written notice of the material breach and the Company has not cured such breach within fifteen (15) days

 


 

 

 

 

following the date Executive provides such notice. If the Company thereafter intentionally repeats the breach it previously cured, such breach shall no longer be deemed curable.

 

(d)

 

Termination by Executive other than for Good Reason . Executive may terminate his employment with the Company other than for Good Reason upon thirty (30) days written notice to the Company, after which the Company shall have no further obligation hereunder to Executive, except for payment of amounts of Base Salary and other benefits accrued through the termination date,

     6.  Confidential Information, Non Competition; Non-Solicitation .

          (a) Confidential Information . Executive acknowledges that in his employment hereunder he will occupy a position of trust and confidence. Executive shall not, except in the course of the good faith performance of his duties hereunde


 
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