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Title: |
Employment Agreement |
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Date: |
2006 |
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Preview shows 4KB of 19KB total |
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Price: |
$34 |
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ID: |
#970485 |
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EMPLOYMENT AGREEMENT
THIS AGREEMENT (the "Agreement") is made as of the 23rd day of
January, 2006 between General Devices, Inc. a Delaware corporation (the
"Company"), and Damien R. Tanaka (the "Executive"), an individual residing at 21
Ridgewood Drive, Redding, Connecticut 06896;
WITNESSETH THAT:
WHEREAS, the Executive has extensive and valuable experience in the
business of the Aduromed Corporation ("Aduromed"), a Delaware corporation and a
wholly-owned subsidiary of the Company;
WHEREAS, the Aduromed has entered into an Employment Agreement with
Executive, dated as of September 30, 2005 (the "Aduromed Employment Agreement"),
by the terms of which Aduromed and Executive agreed among other things that
Executive would be employed as the president and chief executive officer of
Aduromed for a term and with benefits and compensation payable to Executive
therein set forth;
WHEREAS, the Company is desirous that Executive serve as its chief
executive officer and president while he is entitled, by the terms of the
Aduromed Employment Agreement, to remain as chief executive officer and
president of Aduomed; and
WHEREAS. Executive is willing to act as chief executive officer and
president of the Company as hereinafter provided;
NOW, THEREFORE, in consideration of the premises, mutual covenants
herein contained, and other good and valuable consideration, receipt of which is
acknowledged by the respective parties, the Company and the Executive hereby
agree as follows:
1. EMPLOYMENT.
The Company shall, and does hereby, employ the Executive, and the
Executive shall, and does hereby accept employment from the Company in the
capacity of the president and chief executive officer of the Company. In such
capacity, the Executive shall at all times during the term of his employment
hereunder have the title of President and Chief Executive Officer, and shall
(i) devote during normal business hours his attention, knowledge,
experience, skills and best endeavors to the business and affairs of the Company
and its subsidiaries,
(ii) perform services and discharge duties set forth herein and
generally associated with the position of the chief executive officer in a
trustworthy manner and
(iii) perform all duties consistent with (a) policies established
from time to time by the Company and (b) all applicable legal requirements.
2. AUTHORITY.
Executive shall have full power, responsibility and authority to manage
the businesses in the ordinary course of both the Company and its various
subsidiaries, if any, including, but not limited to,
(i) hiring, terminating and setting the compensation
(including fringe benefits) for employees of, consultants and counsel for the
Company and its subsidiaries provided, however, that in no case shall an
employment contract set a term of greater than three (3) years nor provide for
salary and bonus in excess of $120,000 per year without first receiving the
approval of the Directors of the Company; and
(ii) performing all other functions necessary to provide for
the continued operation in the ordinary course of the Company and any of
subsidiaries as shall from time to time be established.
3. Term.
The term of this Agreement shall commence as of the date first above
written, and shall continue in full force and effect until the Company's close
of business on September 28, 2010. At the expiration of the original term of
this Agreement on September 28. 2010, and upon each anniversary thereafter, the
term of this Agreement shall be deemed renewed and extended for successive
one-year periods, provided that neither party, within ninety (90) days prior to
such expiration date or any anniversary thereof, shall have given written notice
to the other that this Agreement shall not be renewed or extended. In any case
the term of this Agreement shall be coextensive and coterminous with his term of
employment under the Aduromed Employment Agreement as from time to time renewed
or extended. (Such term, including all renewals and extensions, herein called
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