Exhibit 10.1
EMPLOYMENT AGREEMENT
Agreement, dated as of April 17, 2004, by and between Candie's, Inc. (the
"Company") and David Conn ("Employee") (the "Parties").
WHEREAS, the Company wishes to hire the Employee, for the position of
Executive Vice President, and the Employee has agreed to undertake and perform
the obligations set forth in this Agreement, subject to the terms hereof.
NOW, THEREFORE, in consideration of the promises, covenants and agreements
set forth in this Agreement, the parties agree as follows:
1. Engagement of Employee; Duties. The Company hereby agrees to hire the
Employee, on an exclusive basis to perform the services mutually agreed to by
the Parties including, but not limited to, accountability for the P&L of the
business, the oversight of the advertising, marketing, licensing and product
direction given to licensees of the Company. In addition, Employee shall be
responsible for working with senior management to develop and execute a growth
strategy for the Company. Employee shall be an officer of the Company and shall
report to the Chief Executive Officer of the Company.
2. Time. Employee shall devote substantially all of his professional time
and best efforts to the business affairs of the Company.
3. Term. The Employee's engagement shall commence effective on May 17,
2004, (the "Start Date") and shall continue for two years (the "Term"), unless
terminated for cause for any reason by either Party upon 30 days written notice.
The Company may terminate the Agreement for cause in the event that Employee is
convicted of a crime of moral turpitude, which may reasonably be expected to
have an adverse impact on the company, Employee's dishonesty in his dealings
with the Company, or for the willful refusal of Employee to follow the
directives of the CEO of the Company. Employee may terminate this Agreement in
the event his title, reporting relationship or job responsibilities are
materially or adversely affected. In the event the Company elects to terminate
this Agreement for any reason other than that specified herein, Employee shall
be entitled to receive his current salary through the remainder of the term.
4. Compensation. As compensation to the Employee for his services
hereunder, the Company shall pay to the Employee $200,000 for the first year and
$225,000 for the second year, payable in accordance with the Company's payroll
practices and procedures in effect.
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5. Fringe Benefits. Employee shall receive the fringe benefits given to
other officers of the Company including, but not limited to, major medical,
dental, life insurance, pension including any 401 (K) or other profit sharing
plan. Employee shall also be added as an insured under the Company's officers
and directors insurance and all other polices which pertain to officers of the
Company.
6. Bonus. The Employee shall be eligible to participate in the executive
bonus program then in effect. He shall be eligible for a bonus of up to 100% of
his salary, but shall receive a bonus of not less than $25,000 on May 1st of
each year of his employment. The performance criteria shall be similar to that
of the Chief Executive Officer of the Company.
7. Options. The Employee shall be granted options to purchase 200,000
shares of the Company's stock at the price of the stock on or about the Start
Date, which shall vest upon the Employee's continued employment as follows:
75,000 on the Start Date, 50,000 on the first anniversary thereof, and 75,000 on
the second anniversary thereof.
8. Vacation. The Employee shall be entitled to take three weeks of vacation
during the first year that he is employed and shall be entitled to four weeks of
vacation during his second year of employment. The Employee shall use his
vacation in the calendar year in which it is accrued.
9. Change of Control. In the event that there comes a time during the Term
hereof that Neil Cole is not either (i) employed as an executive officer of the
Company or; (ii) a member of the Company's Board of Directors, then the Employee
shall be entitled to receive his current salary through the remainder of the
Term.
10. Confidentiality. The Employee shall not divulge to anyone, either
during or at any time after the Term, any information constituting a trade
secret or other confidential information acquired by it concerning the Company,
any subsidiary or other affiliate of the Company, except in the performance of
his duties hereunder, including but not limited to its licensees, revenues,
business systems and processes ("Confidential Information"). The Employee
acknowledges that any Confidential Information is of great value to the Company,
and upon the termination of its engagement the Employee shall redeliver to the
Company all Confidential Information and other data in his possession.
12. Entire Agreement. This Agreement represents and expresses the entire
understanding and agreement between the parties with respect to the subject
matter hereof and may not be modified or terminated except by an agreement in
writing signed by both of the parties hereto.
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13. Governing Law; Submissions to Jurisdiction. This Agreement shall be
deemed to be a contract made under the laws of the State of New York and for all
purposes shall be construed in accordance with those laws. The Company and
Employee unconditionally consent to submit to the exclusive jurisdiction of the
New York State Supreme Court, County of New York or the United States District
Court for Southern District of New York for any actions, suits or proceedings
arising out of or relating to this letter and the transactions contemplated
hereby (and agree not to commence any action, suit or proceeding relating
thereto except in such courts), and further agree that service of any process,
summons, notice or document by registered mail to the address set forth above
shall be effective service of process for any action, suit or proceeding brought
against the Company or the Employee, as the case may be, in any such court. IN
WITNESS WHEREOF, the parties hereto have set their hands as of the date first
written above.
CANDIE'S, INC.
By: /s/Deborah Sorell Stehr
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Name: Deborah Sorell Stehr
Title: Senior VP, GC and Secretary
/s/ David Conn
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David Conn, Employee
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