EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (the Agreement) is made effective as of February 13, 2007 (the Effective Date) by and among National CineMedia, Inc., a Delaware corporation (NCM Inc., the Company), National CineMedia, LLC, a Delaware limited liability company (NCM LLC), and Kurt C. Hall (Executive).

RECITALS

A. Executive currently serves as the President, Chief Executive Officer and Chairman of the Board of Directors of NCM LLC and the terms of his employment are covered by an employment agreement by and between Executive and NCM LLC, effective May 25, 2005, for a term of three years (the Prior Agreement).

B. NCM LLC and NCM Inc. have entered into an agreement for NCM Inc. to provide certain management services to NCM LLC.

C. In connection with the formation of NCM Inc. and the management services to be provided by NCM Inc. to NCM LLC, Executive will become employed by NCM Inc. and will perform services for NCM Inc., including services for the benefit of NCM LLC.

AGREEMENT

Executive, the Company and NCM LLC agree that the Prior Agreement is hereby assigned by NCM LLC to the Company, the Prior Agreement is hereby restated in the form of this Agreement, and NCM LLC remains directly liable for any payment obligations set forth in this Agreement. In consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the receipt of which is mutually acknowledged, the Company, NCM LLC and Executive agree as follows:

1. Employment.

1.1 Position. Subject to the terms and conditions of this Agreement, the Company agrees to employ Executive during the Term (as defined herein) as its President and Chief Executive Officer and as a member of its Board of Directors. Executive shall report to the Board of Directors of the Company (the Board) and shall have the powers, responsibilities and authorities of chief executive officers of corporations of the size, type and nature of the Company, as it exists from time to time, as are assigned by the Board consistent with Executives position. At the request of the Company, Executive will serve as an officer and/or director of any of the Companys subsidiaries for no additional compensation.

1.2 Duties. Subject to the terms and conditions of this Agreement, Executive hereby agrees to be employed as the President and Chief Executive Officer of the Company and to serve as a member of the Board, and agrees to devote such working time and efforts (except for permitted vacation periods and reasonable periods of illness and other incapacity), to the best of his ability, experience and talent, to the performance of services, duties and responsibilities in connection therewith so that such performance shall be his primary business activity. Executive shall perform such duties and exercise such powers with respect to the activities of the Company,

commensurate with his positions as the President and Chief Executive Officer of the Company and as a member of the Board, as the Board shall from time to time reasonably delegate to him. Executive will be responsible for the selection of the members of the Companys management team, subject to the good faith approval of the Board.

1.3 Other Service. Nothing in this Agreement shall preclude Executive from serving on boards of directors of other companies or trade organizations and participating in charitable, community or religious activities that do not substantially interfere with his duties and responsibilities hereunder or conflict with the interest of the Company.

1.4 Office. Executives primary office will be located in the Companys office facility located in Centennial, Colorado, or any other location acceptable to Executive.

2. Term.

2.1 Term of Employment. Executives term of employment under this Agreement shall commence as of the Effective Date and, subject to the terms hereof, shall terminate on the earlier of (i) May 24, 2009, or (ii) termination of Executives employment pursuant to this Agreement (the Term); provided, however, that any termination of employment by Executive (other than for death or Permanent Disability) or by the Company may only be made upon 90 days prior written notice to the other party hereto. Executive shall resign from any and all positions, including board memberships, held by him with the Company or any subsidiary of the Company upon any termination of employment.

2.2 Extensions. On each May 24, commencing May 24, 2007, one year shall be added to the termination date specified in Section 2.1(i) hereof, so that as of each May 24, the remaining Term of Executives employment as determined under Section 2.1(i) hereof shall be three years.

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC