{"id":39251,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-hotjobs-com-ltd-and-richard-johnson.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-hotjobs-com-ltd-and-richard-johnson","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-hotjobs-com-ltd-and-richard-johnson.html","title":{"rendered":"Employment Agreement &#8211; HotJobs.com Ltd. and Richard Johnson"},"content":{"rendered":"<pre>\nMay 16, 2001\n\nMr. Richard Johnson\n3 Fernwood Road\nSummit, NJ 07901\n\nRE:   EMPLOYMENT AGREEMENT BETWEEN HOTJOBS.COM, LTD. AND RICHARD JOHNSON DATED\n      AS OF MAY 6TH, 1999 (THE \"EMPLOYMENT AGREEMENT\")\n\nDear Mr. Johnson:\n\nIn connection with your letter of resignation as Chief Executive Officer and\nPresident of HotJobs.com, Ltd. (the \"Company\") dated as of March 1, 2001, we are\nsending this letter to outline the relationship between you and the Company on\nan ongoing basis. You have agreed to remain as non-executive Chairman of the\nBoard of the Company for the time being.\n\nYou have resigned as the Company's Chief Executive Officer and President, which\nresignation the Company has agreed to treat as if it were a termination of your\nemployment by the Company \"without Cause\" as such term is used in Section 4.1(b)\nof the Employment Agreement. In full satisfaction of its obligations to you\nunder Sections 4.3(b)(i) and 4.3(b)(ii) of the Employment Agreement, the Company\nhas paid to you (i) Basic Compensation (as such term is defined in the\nEmployment Agreement) earned by you through April 6, 2001 and a lump sum of\n$324,657 (representing Basic Compensation at an annual rate of $300,000 from\nApril 7, 2001 through May 6, 2002). Additionally, pursuant to Section\n4.3(b)(iii) of the Employment Agreement, (x) all of your options to purchase\nstock of the Company became fully exercisable as of March 1, 2001and shall\nremain exercisable for the remainder of their respective terms and (y) any\ncontractual restrictions including, but not limited to, risks of forfeiture with\nrespect to your Company stock shall immediately terminate.\n\nUntil February 28, 2002, the Company will continue to provide you and your\nspouse and dependents with all welfare benefits and coverages in which you were\nparticipating immediately prior to your termination, on terms and conditions no\nless favorable to you (on an after-tax basis) than those that applied\nimmediately prior to your termination, with COBRA rights commencing thereafter.\n\nIn full satisfaction of your obligations under Section 5.2 of the Employment\nAgreement and under any comparable covenants applying to post-resignation\nconduct, you shall not, without the written consent of the Company: (i) until\nFebruary 28, 2003, request or advise any supplier, or other person, firm,\npartnership, association, corporation or \n\n\n\nMr. Richard Johnson\nMay 16, 2001\nPage 2\n\nbusiness organization, entity or enterprise having business dealings with the\nCompany or any subsidiary or affiliate of the Company to withdraw, curtail or\ncancel such business dealings; (ii) until February 28, 2003 and subject to the\nexclusions set forth in the last sentence of Section 5.2 of the Employment\nAgreement, disclose to any third party including, but not limited to, any\ncompetitor or potential competitor of the Company or any subsidiary or affiliate\nof the Company any trade secret, know-how or knowledge relating to costs,\nproducts, equipment, merchandising and marketing methods, business plans, or\nresearch results used by, or useful to, the Company or any subsidiary or\naffiliate of the Company or other confidential information of the Company; (iii)\nuntil February 28, 2003, induce or attempt to influence any executive of the\nCompany or any subsidiary or affiliate of the Company to terminate, or in any\nway violate the terms of, his or her employment; or (iv) until the earlier of\nFebruary 28, 2003 or one year following the date on which you cease to serve as\nthe Chairman of the Board of the Company, engage directly or engage indirectly\nin any business in competition with the business of the Company or its\nsubsidiaries, provided, however, that ownership of not more than 5% of the\nequity securities of any company or similar business venture shall not be deemed\na violation of these restrictions. Notwithstanding the foregoing, beginning as\nof May 1, 2002, should the Company fail to meet the minimum financial\nqualifications to maintain its stock's listing on the Nasdaq Stock Market, as\nset forth in the Nasdaq Stock Market's Regulatory Requirements Manual, or should\nthe Company's stock no longer be listed on the Nasdaq Stock Market, the\nnon-competition covenant set forth in (iv) above shall immediately terminate.\n\nBeginning as of March 1, 2001, the Company agrees that its Board members and\nofficers, so long as they serve in such capacities, will not make any\ndisparaging public statements or remarks either in writing or verbally regarding\nyou and you agree that you will not make any disparaging public statements or\nremarks either in writing or verbally regarding the Company or its Board members\nor officers. The foregoing shall not apply in the context of any litigation or\nsimilar proceedings brought by you or the Company to enforce any rights\nhereunder or under the Employment Agreement. Further, nothing shall prevent you,\nthe Company or its Board members or officers from truthfully and publicly\ncorrecting incorrect public statements or from making truthful disclosures to\nthe extent required by law, subpoena or order.\n\n\n\nMr. Richard Johnson\nMay 16, 2001\nPage 3\n\nFor so long as you serve as non-executive Chairman of the Board of the Company\nor April 30, 2002, whichever is later, we agree to pay all of your reasonable\ncosts and expenses incurred, including phone, fax, and Internet service for your\nhome office, as well as computing equipment and service. We agree to also\nprovide you with part-time access to secretarial assistance, as well as use of a\n\"hotel-style\" office at the Company's Manhattan offices on an as-needed basis.\n\nFinally, we agree to reimburse you for all reasonable legal expenses you have\nincurred in connection with your resignation as Chief Executive Officer and\nPresident.\n\nPlease sign where indicated below to show that you consent and agree to the\nprovisions contained herein.\n\nSincerely yours,\n\n\n\/s\/ John Murray\n---------------\n    John Murray\n    Director\n\ncc: Robert M. Sedgwick, Esq.\n\n\nAgreed and consented to by:\n\n\n\/s\/ Richard Johnson\n-------------------\n    Richard Johnson\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7798],"corporate_contracts_industries":[],"corporate_contracts_types":[9539,9544],"class_list":["post-39251","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-hotjobscom-ltd","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/39251","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=39251"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39251"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39251"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39251"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}