Back to top

EXHIBIT 10.20 EMPLOYMENT AGREEMENT

Employment Agreement

EXHIBIT 10.20
EMPLOYMENT AGREEMENT

 | Document Parties: GLOBIX CORP | Peter Stevenson You are currently viewing:
This Employment Agreement involves

GLOBIX CORP | Peter Stevenson

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: EXHIBIT 10.20 EMPLOYMENT AGREEMENT
Governing Law: New York     Date: 12/27/2005
Industry: Computer Services     Sector: Technology

EXHIBIT 10.20
EMPLOYMENT AGREEMENT

, Parties: globix corp , peter stevenson
50 of the Top 250 law firms use our Products every day

Exhibit 10.20

 

EMPLOYMENT AGREEMENT

THIS AGREEMENT is made and entered into as of the 15th day of September, 2005 by and between Globix Corporation, a Delaware corporation (hereinafter referred to as the “Company”), and Peter Stevenson, a resident of the Commonwealth of Virginia (hereinafter referred to as the “Executive”); Executive and Company, together the “Parties” and each a “Party”.

WHEREAS, the Company wishes to retain the services of the Executive in the capacities herein set forth, and the Executive wishes to be employed by the Company in such capacities;

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and the Executive hereby agree as follows:

Section 1.     Employment. The Company hereby employs the Executive, and the Executive hereby accepts employment with the Company, upon the terms and conditions hereinafter set forth.

Section 2.     Term. Subject to the provisions for earlier termination hereinafter set forth, the term of employment hereunder (the “Term”) shall commence on the date hereof and shall continue through December 31, 2006, unless otherwise extended in a writing signed by both Parties. Such period or any subsequent extension period is referred to herein as the “Employment Period”.

Section 3.     Compensation. The Company agrees to provide the Executive with salary and other benefits and perquisites for all services rendered by the Executive under this Agreement in accordance with Schedule A attached hereto.

Section 4.     Duties. Except as set forth in Section 6.3 hereof, during the Term, the Executive shall serve as the President and Chief Executive Officer of the Company, reporting to the Board of Directors of the Company.

Section 5.     Extent of Service; Facilities. During the Term, the Executive shall be required to devote substantially all of his professional time, energy and attention to the business and affairs of the Company and its subsidiaries, and to use his best efforts to perform faithfully and efficiently his responsibilities hereunder. Executive will be entitled to five (5) weeks of paid vacation and to paid personal/sick/bereavement days in accordance with Company policy. The Company will provide the Executive with a fully furnished office, as well as all equipment, supplies and office personnel reasonably required for the performance of his duties hereunder.

 

 

-1-

 

 


Section 6.   

Termination of Employment.

Section 6.1.     For Cause. The Company may immediately terminate the Executive’s employment at any time during the Employment Period for Cause, in which case the Company shall pay to the Executive any compensation earned but not paid prior to the effective date of such termination. Under such circumstances, such payment will be in full and complete discharge of any and all liabilities or obligations of the Company to the Executive hereunder, and the Executive will be entitled to no further benefits under this Agreement. Further, all stock options that have not vested will be deemed forfeited, and any stock options that have vested but have not been exercised shall remain exercisable for a period of 30 days following termination and, if not exercised, shall be deemed forfeited. For purposes of this Agreement, Cause shall mean: (i) the Executive’s conviction of a felony or misdemeanor that has a material adverse effect upon the business or reputation of the Company or any affiliate of the Company; (ii) that the Company has determined that Executive has committed an act constituting a material breach of fiduciary duty, gross negligence or gross misconduct, which has had an injurious effect on the Company or its business; or (iii) Executive’s willful failure or refusal to perform his assigned duties as reasonably assigned by the Board of Directors or its authorized designee, which willful refusal has had, or if continued, could reasonably be expected to have, an injurious effect on the Company or the subsidiaries of the Company or their respective businesses or prospects, and which willful refusal has continued after the Executive has received two written warnings, advising him of such failure or refusal, and providing Executive with an opportunity to resume performance in accordance with his assigned duties. Any termination by the Company for Cause shall be communicated by Notice of Termination to the Executive given in accordance with Section 9.5 hereof. For purposes of this Agreement, a “Notice of Termination” means a written notice which sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment hereunder.

Section 6.2.     Without Cause. If the Company terminates the employment of the Executive without Cause prior to the end of any Employment Period, the Company shall pay to the Executive any compensation due through the end of said Employment Period, plus reimbursement of any cost incurred by the Executive under COBRA in connection with continuing health care coverage for the Executive and the Executive’s dependents through the end of said Employment Period. Under such circumstances, such payment will be in full and complete discharge of any and all liabilities or obligations of the Company to the Executive hereunder, and the Executive will be entitled to no further benefits under this Agreement. Additionally, all stock options issued to the Executive that are scheduled to vest over the 180 day period following such termination shall immediately become vested and exercisable. The Parties agree that, because there can be no exact measure of the damage that would occur to the Executive as a result of a termination by the Company of the Executive’s employment without Cause, the payments and benefits paid and provided pursuant to this

 

 

-2-

 

 


Agreement will be deemed to constitute, in part, liquidated damages and not a penalty. Further, the Company agrees that any and all payments required to be made to the Executive hereunder are not and shall not be subject to any duty of mitigation.

Section 6.3     Voluntary Termination with Good Reason. The Executive may terminate his employment for Good Reason, as set forth below, upon the giving of thirty (30) days prior written notice to the Company. In such event, the Executive shall be entitled to the identical termination rights specified in Section 6.2 hereof. The Executive may only terminate his employment for “Good Reason” in the event of a material diminishment by the Company of the Executive’s rights hereunder, including a reduction in base salary, a material reduction in fringe benefits (except as such shall apply generally to all of the Company’s senior management), a relocation of the Executive’s principal place of business by more than 60 miles, or another material breach of this Agreement by the Company.

Section 6.4     Resignation without Good Reason. The Executive may resign upon the giving of thirty (30) days prior written notice to the Company (in which case the Company will have the right to relieve the Executive, in whole or in part, of his duties under this Agreement, without any reduction in the compensation to be paid to the Executive through the termination date). It is understood that in the case of Resignation without Good Reason, the Executive will not be entitled to those termination rights specified in Section 6.2 hereof, and the sole obligation of the Company will be the payment of compensation through the termination date as referred to above.

Section 6.5     Death, Illness or Incapacity. The Company has agreed to maintain the life insurance policy specified in Schedule A hereof, and it is therefore understood that if the Executive dies during the Employment Period, the Executive’s estate shall receive no further compensation pursuant to this Agreement. During any period of disability, illness or incapacity during the Employment Period which renders the Executive at least temporarily unable to perform the services required hereunder for a period which does not exceed forty-five (45) continuous days in any one-year period, the Executive will receive the compensation payable under Schedule A of this Agreement plus any pro rated bonus for such period, less any benefits received by him under any disability insurance carried by or provided by the Company. Upon the Executive’s permanent disability (as defined below), the Executive will be subject to termination as set forth below, and if so terminated the Company will pay to the Executive any and all compensation (including Base Salary, bonus and options) earned but not paid to the Executive prior to the effective date of such termination and will not be responsible for any additional payments hereunder. Notwithstanding any such termination, the Executive will continue to receive any disability benefits to which he may be entitled under any disability income insurance which may be carried by or provided by the Company from time to time.

 

 

-3-

 

 


The term “permanent disability” as used in this Agreement will mean the inability of the Executive, as determined by the Board of Directors of the Company, by reason of physical or mental disability to perform the duties required of him under this Agreement for a period of ninety (90) days in any one-year period. Successive periods of disability, illness or incapacity will be considered separate periods unless the later period of disability, illness or incapacity is due to the same or related cause and commences less than six months from the ending of the previous period of disability. Upon such determination, the Board of Directors may terminate the Executive’s employment under this Agreement upon ten (10) days’ prior written notice. If any determination of the Board of Directors with respect to permanent disability is disputed by the Executive, the Parties hereto agree to abide by the decision of a panel of three physicians. The Executive and the Company will each appoint one member, and the third member of the panel will be appointed by the other two members. The Executive agrees to make himself available for and to submit to examinations by such physicians as may be directed by the Company. Failure to submit to any such examination will constitute acceptance by the Executive of the determination made by the Board of Directors.

Section 7.   

Covenants of Executive.

Section 7.1     Executive Cooperation. The Executive agrees, in the exercise of his fiduciary duties as officer and director, to assist and cooperate with the Company in connection with the defense or prosecution of any claim that may be made against or by the Company, or in connection with any investigation or dispute or claim of any kind involving the Company, except in each case a dispute or claim brought by the Executive.

Section 7.2     Rights and Remedies upon Breach. The Executive agrees that any breach of this Agreement would cause irreparable harm to the Co


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more