EMPLOYMENT AGREEMENT



     EMPLOYMENT  AGREEMENT  dated as of  October 1,  2002,  by and  between

Sovereign   Specialty   Chemicals,   Inc.,  a  Delaware   corporation  (the

"Company"), and Norman E. Wells, Jr. (the "Executive").



     WHEREAS,  the  Company  is  engaged  in the  manufacture  of  lines of

adhesives,  sealants and coatings (the "Company  Business") and the Company

desires to employ the Executive  and the  Executive  desires to accept such

employment on the terms and conditions of this Agreement;



     NOW, THEREFORE, in consideration of the mutual premises and agreements

herein contained,  and other good and valuable  consideration,  the receipt

and adequacy of which is hereby  acknowledged,  the parties hereby agree as

follows:



     1. Term of Employment.  The term of the Executive's  employment  under

this Agreement  shall  commence on August 1, 2002 and continue  through and

expire on December 31, 2004 unless  earlier  terminated as herein  provided

(the  "Term").  The Term shall be  extended  automatically  for  successive

one-year  periods  unless one of the parties  hereto  gives the other party

thirty (30) days written notice prior to the end of the Term and thereafter

prior to the end of any subsequent one-year period. As used herein,  "Term"

shall  include  any  such  successive  period  to the  extent  that  it has

commenced  and until  such  date as it may be  terminated  pursuant  to the

provisions of this Agreement.



     2. Duties of Employment.  The Executive  hereby agrees for the Term to

render his exclusive services to the Company as its chief executive officer

with the title of Chief Executive Officer and in connection  therewith,  to

perform such duties  commensurate with his office as the Board of Directors

of the Company (the "Board") shall  reasonably  direct him to perform.  The

Executive  shall devote during the Term  substantially  all of his business

time and skill to his duties hereunder and perform such duties  faithfully,

except for absences for illness;  incapacity;  holidays;  participation  in

social,  charitable  and  civic  activities;  family  obligations;  and the

performance of his duties as a Managing Director of AEA Investors Inc. that

are expected to be part time, and that, in each case, do not interfere with

the performance of his duties to the Company and its subsidiaries. When and

if requested to do so by the Board, the Executive shall serve as a director

and officer of any subsidiary of the Company to the extent  consistent with

his position hereunder without any additional compensation therefor.



     3. Compensation and Other Benefits.

        -------------------------------



        3.1 Salary.  As compensation for all services to be rendered by the

Executive  during the Term, the Company shall pay to the Executive a salary

at the  rate of  $350,000  per  year  (the  "Annual  Salary"),  payable  in

accordance with the Company's usual payroll  practices for executives.  The

Executive  shall be eligible to receive  annual  salary  reviews and salary

increases as authorized by the Board.



        3.2 Bonus. In addition to the Annual Salary, the Executive shall be

eligible to be paid a bonus of 100% of the Annual Salary in respect of each

subsequent  full  fiscal  year of the  Company  ending on  December 31 (the

"Annual  Target Bonus") based upon the results of operations of the Company

and its subsidiaries and the personal performance of the Executive measured

according to targets  specified  by the  Company's  Compensation  Committee

pursuant to the Company's Management Incentive  Compensation Plan, it being

understood  that such  percentage  of  Annual  Salary  relates  only to the

"target"  specified  under  such  Plan  from  time  to time  for the  chief

executive  officer of the Company and shall not limit any additional  bonus

amount, or preclude any lesser bonus amount, that may be payable in respect

of  operating  results  above or below the  specified  target or  otherwise

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC