Exhibit
10.1
NON-COMPETITION
AGREEMENT
THIS AGREEMENT, made as of December
14, 2005, between Albert L. Prillaman (the “Former
Executive”) and STANLEY FURNITURE COMPANY, INC., a Delaware
corporation (the “Company”).
WHEREAS, the Company desires to
preserve its competitive status in the industry and to protect the
future of the Company by obtaining a covenant not to compete from
the Former Executive who served as chairman of the Company until
April 2005, and the Former Executive is willing to enter into an
agreement to such end upon the terms and conditions set forth in
this Agreement. In consideration of the foregoing and the mutual
agreements herein contained, the parties agree as
follows:
1.
Term . The term of this Agreement (the
“Term”) shall commence on the date hereof and end on
December 31, 2008.
2.
Consideration
. The Company shall pay the Former
Executive $250,000 promptly after the date hereof as consideration
for the covenants contained herein.
3.
Restrictive Covenants
.
(a)
Non-competition
Restriction . During the
Term, the Former Executive shall not directly or indirectly manage,
operate, control, be employed by, participate in, invest in or be
connected in any manner with the management, operation, ownership
or control of any business or venture which is in competition in
the United States with the business of the Company, provided that
nothing herein shall prohibit the Former Executive from owning
securities of the Company or up to 5% of the outstanding voting
securities of any issuer which is listed on the New York or
American Stock Exchange or as to which trading is reported or
quoted on the NASDAQ System.
(b)
Non-solicitation
Agreement . During the
Term, the Former Executive shall not directly or indirectly hire or
employ in any capacity or solicit the employment of or offer
employment to or entice away or in any other manner persuade or
attempt to persuade any person employed by the Company or any of
its subsidiaries to leave the employ of any of them.
(c)
Specific Enforcement
. It is agreed and understood by
the parties hereto that
