Exhibit 10.20
SENIOR EXECUTIVE
EMPLOYMENT AGREEMENT
THIS SENIOR EXECUTIVE EMPLOYMENT
AGREEMENT (the “ Agreement ”) by and between
CREATIVE COMPUTER APPLICATIONS, INC. , (CCA) a California
corporation (the “ Company ”), and William W.
Peterson (the “ Executive ”). The
effective date of this agreement shall be the date that the merger
between CCA and StorCOMM is consummated.
ARTICLE I
DUTIES AND TERM
1.1
EMPLOYMENT
. In consideration of their
mutual covenants, Executive’s continued employment with the
Company and other good and valuable consideration, the receipt,
adequacy, and sufficiency of which is hereby acknowledged, the
Company agrees to enter into this Agreement with the Executive, who
is currently an employee of StorCOMM, Inc. on an “at
will” basis, and the Executive agrees to enter into this
Agreement as an employee of the Company upon the terms and
conditions herein provided and in accordance with all applicable
employment rules of the Company.
1.2
POSITION AND
RESPONSIBILITIES .
The Executive’s position will be Chief Sales, Marketing and
Product Management Executive of the Company. The Executives
responsibilities will include overall responsibility for the
Company’s sales, marketing and product management activities
of the company. He will be responsible for the strategic
positioning and execution of the marketing and sales plan of the
companies products, and other duties that he may be directed to
undertake from time to time. He will report to the CEO and be
a member of the Executive Management Committee. His office
will be located in the Company’s facilities in Jacksonville,
Florida.
1.3
TERM . The term of the Executive’s
employment under this Agreement will commence on the effective date
of this Agreement as first written above and will continue, unless
sooner terminated, for a period of twenty-four (24) months.
Employment of the Executive is at will and will continue until such
time as written notice of termination is given by the Company or
written notice is given by the Executive.
1.4
AT-WILL EMPLOYMENT
. Executive will continue to
be employed as an at-will employee of the Company. Subject to
the provisions of Articles III and IV, as an at-will employee,
Executive is free to terminate his employment with the Company at
any time, for any reason, and the Company has the similar right to
terminate Executive’s employment at any time, for any
reason. Although the Company may choose to terminate
Executive’s employment for cause, Executive’s
employment is at-will and cause is not required.
ARTICLE II
COMPENSATION
For all services rendered by the
Executive in any capacity during the Executive’s employment
under this Agreement, the Company will compensate the Executive as
follows:
1
2.1
BASE SALARY
. Effective as of the date of
this agreement, and for a period of two (2) years thereafter,
the Company will pay to the Executive an annual base salary of ONE
HUNDRED FIFTY THOUSAND DOLLARS ($150,000) to be paid in equal
installments in accordance with the Company’s general payment
policies in effect during the term hereof (the “ Base
Salary ”). Executive’s annual base salary may
be adjusted, from time to time, by the Company’s Compensation
Committee. In addition the Executive will receive
an accountable relocation expense allowance of $20,000.00 payable
as needed for his relocation to Jacksonville, Florida. The
Executive agrees to complete the relocation within 180 days of the
effective date of this agreement.
2.2
MANAGEMENT INCENTIVE BONUS
PLAN . The
Executive shall be eligible to receive a targeted annual bonus
based on performance criteria established annually by the
Compensation Committee pursuant to the Management Incentive Bonus
Plan (the “ Incentive Bonus ”).
2.3
STOCK OPTIONS
. Executive may be granted
options to purchase shares of Company Common Stock pursuant to the
Company’s Stock Option Plan. Any stock option must be
approved by the Compensation Committee.
2.4
ADDITIONAL BENEFITS
. The Executive will be
entitled to participate in all benefit and welfare programs, plans,
and arrangements that are from time to time made available to the
Company’s like-level executive employees.
ARTICLE III
TERMINATION OF EMPLOYMENT
3.1
GENERAL. While Executive is an at-will employee as
provided at Section 1.3 above, the follow conditions
for termination of employment are set forth in order to determine
the nature of Executive compensation entitlement upon termination
of employment as discussed in Article IV below. Neither
the provisions of Article III or Article IV of this
Agreement shall alter the at-will nature of Executive’s
employment with the Company.
3.2
DEATH OR RETIREMENT OF
EXECUTIVE . The
Executive’s employment under this Agreement will
automatically terminate upon the death or Retirement (as defined in
Section 6.1 ) of the Executive.
3.3
BY EXECUTIVE
. The Executive may terminate
the Executive’s employment under this Agreement by giving
Notice of Termination (as defined in Section 6.1
hereof) to the Company:
(a)
for Good Reason (as defined in
Section 6.1 hereof); and
(b)
at any time without Good
Reason.
2
3.4
BY COMPANY
. The Company may terminate
the Executive’s employment under this Agreement by giving
Notice of Termination to the Executive:
(a)
in the event of Executive’s
Total Disability (as defined in Section 6.1
hereof);
(b)
for Cause (as defined in
Section 6.1 hereof); and
(c)
at any time without
Cause.
ARTICLE IV
COMPENSATION UPON TERMINATION OF EMPLOYMENT
If the Executive’s employment
hereunder is terminated, in accordance with the provisions of
Article III hereof, and except for any other rights or
benefits specifically provided for herein to be effective following
the Executive’s period of employment, the Company will
provide compensation and benefits to the Executive only as
follows:
4.1
UPON TERMINATION FOR DEATH OR
DISABILITY . If the
Executive’s employment hereunder is terminated by reason of
the Executive’s death or Total Disability, the Company
will:
(a)
pay the Executive (or the
Executive’s estate) or beneficiaries any Base Salary that has
accrued but was not paid as of the termination date (the “
Accrued Base Salary ”);
(b)
pay the Executive (or the
Executive’s estate) or beneficiaries for unused vacation days
accrued as of the termination date in an amount equal to the
Executive’s Base Salary multiplied by a fraction the
numerator of which is the number of accrued unused vacation days
and the denominator of which is 260 (the “ Accrued
Vacation Payment ”);
(c)
reimburse the Executive (or the
Executive’s estate) or beneficiaries for expenses incurred by
him prior to the date of termination that are subject to
reimbursement pursuant to this Agreement (the “ Accrued
Reimbursable Expenses ”);
(d)
provide to the Executive (or the
Executive’s estate) or beneficiaries any accrued and vested
benefits required to be provided by the terms of any
Company-sponsored benefit plans or programs (the “ Accrued
Benefits ”), together with any benefits required to be
paid or provided in the event of the Executive’s death or
Total Disability under applicable law;
(e)
pay the Executive (or the
Executive’s estate) or beneficiaries any Incentive Bonus with
respect to a prior fiscal year that has accrued but has not been
paid (the “ Accrued Incentive Bonus ”);
and
(f)
the Executive (or the
Executive’s estate) or beneficiaries shall have the right to
exercise all vested unexercised stock options and warrants
outstanding at the termination date in accordance with terms of the
plans and agreements pursuant to which such options or warrants
were issued.
3
4.2
UPON TERMINATION BY COMPANY FOR
CAUSE OR BY EXECUTIVE WITHOUT GOOD REASON . If the Executive’s employment is
terminated by the Company for Cause, or if the Executive terminates
the Executive’s employment with the Company other than (x)
upon the Executive’s death or Total Disability or (y) for
Good Reason, the Company will:
(a)
pay the Executive the Accrued Base
Salary;
(b)
pay the Executive the Accrued
Vacation Payment;
(c)
pay the Executive the Accrued
Reimbursable Expenses;
(d)
pay the Executive the Accrued
Benefits, together with any benefits required to be paid or
provided under applicable law;
(e)
pay the Executive any Accrued
Incentive Bonus; and
(f)
the Executive will have the right to
exercise vested options and warrants in accordance with
Section 4.1(f) hereof.
4.3
UPON TERMINATION BY THE COMPANY
WITHOUT CAUSE OR BY EXECUTIVE FOR GOOD REASON
. If the Executive’s
employment is terminated by the Company without Cause or by the
Executive for Good Reason, the Company will:
(a)
pay the Executive the Accrued Base
Salary;
(b)
pay the Executive the Accrued
Vacation Payment;
(c)
pay the Executive the Accrued
Reimbursable Expenses;
(d)
pay
