Exhibit 10.14
EXECUTIVE EMPLOYMENT AGREEMENT
This Executive Employment Agreement (this “Agreement”) is executed as of June 29, 2021, by and between John Lai (“Executive”) and Mister Car Wash, Inc., a Delaware corporation (“MCW” and, together with any of its parent and subsidiary entities as may employ Executive from time to time, and any successor(s) thereto, the “Company”). This Agreement shall be effective as of the date of closing of the initial public offering of MCW (or such other date mutually agreed in writing between the parties) (such date, the “Effective Date”).
WHEREAS, the Company and Executive are currently parties to that certain Employment Agreement, dated as of March 4, 2014, as amended (the “Original Agreement”);
WHEREAS, it is the desire of the Company to continue to assure itself of the services of Executive following the Effective Date upon the terms and conditions of this Agreement, which replaces and supersedes the Original Agreement; and
WHEREAS, it is the desire of Executive to continue to provide services to the Company following the Effective Date and thereafter on the terms herein provided.
NOW, THEREFORE, in consideration of the promises and the mutual agreements and covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the Company and Executive, the parties agree as follows:
EMPLOYMENT
COMPENSATION AND OTHER BENEFITS
TERMINATION
CONFIDENTIALITY
Executive agrees that Executive shall not use for Executive’s own purpose or for the benefit of any person or entity (including, without limitation, a Competing Business (as defined below)) other than the Company or its shareholders or affiliates, nor shall Executive otherwise intentionally disclose to any individual or entity at any time while Executive is employed by the Company or thereafter any Proprietary Information (as defined below) of the Company unless such disclosure (a) has been authorized by the Board; (b) is reasonably required within the course and scope of Executive’s employment with the Company; or (c) is required by law, a court of competent jurisdiction or a governmental or regulatory agency. “Proprietary Information” shall mean (a) the name or address of any customer, supplier or parent or subsidiary entity of the Company or any information concerning the transactions or relations of any customer, supplier or parent or subsidiary entity of the Company or any of its shareholders; (b) any information concerning any product, service, technology or procedure offered or used by the Company, or under development by or being considered for use by the Company; (c) any information relating to marketing or pricing plans or methods, capital structure, or any business or strategic plans of the Company; (d) any Inventions (as defined below); and (e) any other information which the Board has determined
by resolution and communicated to Executive in writing to be proprietary information for purposes hereof; provided, however, that “Proprietary Information” shall not include any information that is or becomes generally known to the public other than through actions of Executive in violation of the covenants set forth in Articles IV, V and VI or any Similar Covenants (as defined below).
NONCOMPETITION; Non-solicitation; NON-DISPARAGEMENT
RETURN OF RECORDS
Executive agrees that, upon termination of Executive’s employment with the Company for any reason and at any other time requested by the Board, Executive shall not retain and shall promptly surrender to the Company or, with the Company’s prior consent, delete or destroy all
correspondence, memoranda, files, manuals, financial, operating or marketing records, magnetic tape, or electronic or other media of any kind which may be in Executive’s possession or under Executive’s control or accessible to Executive which contain any Proprietary Information.
EXECUTIVE DISCLOSURES AND ACKNOWLEDGMENTS
RIGHTS IN DEVELOPMENTS
MISCELLANEOUS
[Remainder of Page Intentionally Blank; Signature Page to Follow]
IN WITNESS WHEREOF, the parties hereto have caused this Executive Employment Agreement to be duly executed as of the date first written above.
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/S/ John Lai John Lai
MISTER CAR WASH, inc.
By:/S/ Jed Gold Name: Jed Gold Title: CFO and Treasurer |
EXHIBIT A
Current Service
Southern Arizona Leadership Council: Board Member
EXHIBIT B
Background Technology
None