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Title: |
Chief Executive Officer Employment Agreement |
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Entities: |
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Date: |
2007 |
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Size: |
Preview shows 11KB of 46KB total |
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Price: |
$36 |
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ID: |
#3034045 |
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CHIEF EXECUTIVE OFFICER EMPLOYMENT AGREEMENT
THIS CHIEF EXECUTIVE OFFICER EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered into as of September 7, 2007, between THE QUANTUM GROUP, INC., a Nevada corporation, (the ?Company?), whose principal place of business is 3420 Fairlane Farms Road, Suite C, Wellington, Florida 33414 and NOEL J. GUILLAMA, an individual (the ?Executive?), whose address is 929 Cedar Cove Road, Wellington, Florida 33414.
RECITALS
A.
The Company is engaged in the business of providing support services to physicians, hospitals and managed care organizations in the State of Florida.
B.
The Company Executive has established a valuable reputation and goodwill in the State of Florida with experience in all affairs of the Company, and Company Business which is partly due to the transfer of know-how or reputation of Executive.
C.
The Executive has extensive and valuable experience in the business of the Company and in healthcare in the State of Florida.
D.
The Executive, by virtue of the Executive?s key participation in the formation of the Company from its inception, is intimately familiar with the manner, methods, trade secrets and other confidential information pertaining to Company Business.
E.
The Executive enters into this Agreement as requested by the Underwriters concerning a proposed Secondary Public Offering which requires that such Agreement be in place at the time of the Offering.
NOW, THEREFORE, in consideration of the mutual agreements herein made, the Company and the Executive do hereby agree as follows:
1.
Recitals. The above recitals are true, correct, and are herein incorporated by reference.
2.
Employment. The Company hereby employs the Executive in the capacity of President and Chief Executive Officer, and the Executive hereby accepts such employment, upon the terms and conditions hereinafter set forth.
3.
Duties During Employment Period. During the ?Term? (including any renewals thereof) as defined in Section 5 of this Agreement, the Executive shall:
a.
diligently devote all of the Executive?s working time and efforts to the business and affairs of the Company. The Executive shall have such duties and powers that are commensurate and consistent with those of a President and Chief Executive Officer, subject to the approval and guidance of the Board of Directors of the Company;
b.
devote attention and render services to the Company and shall be employed by the Company according to the terms and conditions of this Agreement; and
c.
have no other employment during the term of this Agreement, except that nothing in this Agreement will prevent or restrict Executive from serving on the Board of Directors of public or private companies, non-public organizations, public initiatives, colleges or universities, or be appointed to a governmental board or to otherwise serve in a position in service of the residents of/in the State of Florida. The Executive has disclosed that for over 20 years he controls certain family owned businesses and investments, and at times these will require his attention and interest and he may receive compensation from such service. The total amount of time Executive shall be permitted to devote to service on boards or his family businesses and investments shall not exceed 20 hours in any week or a total of 400 hours annually.
4.
Compensation and Benefits.
a.
Salary. The Executive shall be paid a base salary (the ?Base Salary?), payable monthly, at an annual rate of no less than One Hundred Seventy Five Thousand Dollars ($175,000) for the first year, plus annual increases of no less than five percent (5%) on the anniversary of the Effective Date of this Agreement.
b.
Bonus. As additional compensation, the Executive shall be entitled to receive a bonus (?Bonus?) for each fiscal year during the initial and renewal terms of Executive?s employment with the Company in the amount of two percent (2%) of Earnings Before Income Taxes of the Company earned during the fiscal year for which the Bonus for that period is determined, as well as any additional compensation, principally additional stock options or grants of restricted stock, which the Company?s Compensation Committee may determine appropriate for Executive and other executives of the Company. The date of payment for such Bonus will made between January 1st and March 15th of the year following the end of the fiscal year in which said Bonus was earned. Notwithstanding the foregoing, all payment of Bonus compensation will be made in compliance with Section 409A of the Internal Revenue Code.
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