EXHIBIT 10.16


                         EXECUTIVE EMPLOYMENT AGREEMENT


      THIS EXECUTIVE EMPLOYMENT AGREEMENT (the "AGREEMENT") is made in Sarasota,
Florida  effective as of February 1, 2000,  by and between AVID  SPORTSWEAR  AND
GOLF CORP., a Nevada  corporation  (the "COMPANY"),  and EARL T. INGARFIELD,  an
individual residing in Sarasota, Florida (the "EXECUTIVE"),  who hereby agree as
hereinafter provided.

      Section 1. DEFINITIONS. As used herein, the following terms shall have the
meanings set forth below.

      "ACT" means the  Securities  Act of 1933,  as  amended,  and the rules and
regulations promulgated thereunder.

      "AGREEMENT" shall have the meaning set forth in the introductory paragraph
hereof.

      "BASE COMPENSATION" shall have the meaning set forth in Section 5(a).

      "BOARD OF DIRECTORS"  means the  incumbent  directors of the Company as of
the point in time reference thereto is made in this Agreement.

      "CAUSE" shall have the meaning set forth in Section 10(b).

      "COLA  ADJUSTMENT"  means  the  cost of  living  adjustment,  which  shall
correspond to the percent rise in prices for the  preceding  year as measured by
the Consumer Price Index for all Urban Consumers (CPI-UC), All City Average, all
Items (base year 1982-1984 = 100)  published by the United States  Department of
Labor,  Bureau of Labor  Statistics (the "INDEX").  The COLA Adjustment shall be
determined by multiplying the amount or figure to be adjusted by a fraction, the
numerator of which is the Index published for the month in which occurs the date
of adjustment and the  denominator of which is the Index  published for the same
month of the preceding year.

      "COMMISSION" means the Securities and Exchange Commission.

      "COMMON STOCK" means the common stock,  par value $.001 per share,  of the
Company.

      "COMPANY" shall have the meaning set forth in the  introductory  paragraph
of this Agreement, and shall include Subsidiaries where appropriate.

      "COMPETITIVE BUSINESS" shall have the meaning set forth in Section 9(a).

      "CONFIDENTIAL  INFORMATION"  shall have the  meaning  set forth in Section
9(c).


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      "DISABILITY"  of the Executive  means that, as a result of the Executive's
incapacity  due to physical or mental  illness,  the  Executive  shall have been
absent from his duties on a full time basis for six (6) consecutive  months,  or
for an aggregate of nine (9) months in any consecutive twelve (12) month period,
and a physician  selected  by the  Executive  is of the  opinion  that (a) he is
suffering  from  "total  disability"  as  defined  in the  Company's  disability
insurance  program  or  policy  and  (b) he will  qualify  for  Social  Security
Disability Payments and (c) within thirty (30) days after written notice thereof
is given by the Company to the Executive  (which notice may be given at any time
after the end of such six (6) or twelve (12) month periods) the Executive  shall
not have returned to the performance of his duties on a full-time basis. (If the
Executive is prevented from  performing  his duties because of Disability,  upon
request by the  Company,  the  Executive  shall  submit to an  examination  by a
physician selected by the Company,  at the Company's expense,  and the Executive
shall  also  authorize  his  personal  physician  to  disclose  to the  selected
physician all of the Executive's medical records).

      "EMPLOYMENT COMMENCEMENT DATE" means February 1, 2000.

      "EMPLOYMENT  PERIOD"  means  that  period  commencing  on  the  Employment
Commencement Date and ending on the Employment Termination Date.

      "EMPLOYMENT  TERMINATION  DATE"  means  the  date  the  Employment  Period
terminates as provided in Section 10.

      "EXECUTIVE" shall have the meaning set forth in the introductory paragraph
of this Agreement.

      "FISCAL YEAR" means the fiscal year of the Company  ending  December 31 or
as such fiscal year as may be amended by the Board of Directors.

      "INCENTIVE BONUS COMPENSATION" shall have the meaning set forth in Section
5(b).

      "NOTICE  OF  TERMINATION"  shall  have the  meaning  set forth in  Section
10(a)(1).

      "OFFERING"  means any  public  offering  of shares of Common  Stock by the
Company or any holder thereof in accordance with the  registration  requirements
of the Act.

      "REGISTRABLE SECURITIES" means any shares of Common Stock now or hereafter
held by the Executive other than Unrestricted Securities.

      "REGISTRATION,"  "REGISTER" and like words mean compliance with all of the
laws,  rules and  regulations  (federal,  state and local),  and  provisions  of
agreements  and  corporate  documents  pertaining  to  the  public  offering  of
securities,  including  registration of any public offering of securities on any
form under the Act.

      "RESTRICTED PERIOD" shall have the meaning set forth in Section 9(a).

      "SCHEDULED   EMPLOYMENT   TERMINATION  DATE"  means  the  day  immediately
preceding the third (3rd) anniversary of the Employment Commencement Date.



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      "SUBSIDIARIES" means wholly owned subsidiaries of the Company.

      "UNRESTRICTED  SECURITIES"  means Common Stock  beneficially  owned by the
Executive, if any, that can be transferred by the Executive without registration
under the Act.

      Section 2.  EMPLOYMENT AND TERM. The Company hereby employs the Executive,
and the  Executive  hereby  accepts  such  employment  by the  Company,  for the
purposes and upon the terms and conditions contained in this Agreement. The term
of such employment shall be for the Employment Period.

      Section 3. EMPLOYMENT CAPACITY AND DUTIES. The Executive shall be employed
throughout the Employment Period as the President and Chief Executive Officer of
the Company. The Executive shall have the duties and responsibilities  incumbent
with the  positions of  President  and Chief  Executive  Officer of the Company.
Accordingly, and not by way of limitation, as President, Chief Executive Officer
and  Chairman of the Board of  Directors of the  Company,  the  Executive  shall
preside over all meetings of the shareholders of the Company and of the Board of
Directors, superintend and manage the business of the Company and coordinate and
supervise  the  work  of  its  other  officers  and  employ,   direct,  fix  the
compensation  of,  discipline  and  discharge  its  personnel,   employ  agents,
professional  advisors and  consultants  and perform all  functions of a general
manager of the Company's business.  The Company agrees that it will not, without
the  Executive's  written  consent,  require the Executive to be based  anywhere
other than  Sarasota,  Florida,  except  for  required  travel on the  Company's
business to an extent substantially consistent with present travel obligations.

      Section 4.  EXECUTIVE  PERFORMANCE  COVENANTS.  The Executive  accepts the
employment  described in Section 3 and agrees to devote significant working time
and efforts  (except for absences due to illness and  appropriate  vacations) to
the  business  and  affairs of the  Company as is  reasonably  required  for the
performance  of the  aforesaid  duties  and  responsibilities.  Nothing  in this
Agreement shall preclude the Executive from devoting a reasonable  amount of his
time and  efforts  to  civic,  community,  charitable,  professional  and  trade
association affairs and matters and such other activities as may be disclosed to
the Board of Directors.

      Section 5.  COMPENSATION.  The Company  shall pay to the Executive for his
services  hereunder,  the compensation  hereinafter  provided in this Section 5.
Such  compensation  shall be paid to the Executive at the time and in the manner
as provided below.

            6.  BASE   COMPENSATION.   The   Executive   shall  be  paid   "BASE
COMPENSATION"  for each Fiscal Year at an annual  rate of  $325,000,  which Base
Compensation  (less applicable  withholding and other employment taxes) shall be
paid on a quarterly basis in the form of common stock of the Company, $0.001 par
value per share (the "COMMON STOCK") on the last business day of each quarter of
each Fiscal Year.  The number of shares of Common Stock payable to the Executive
as Base Compensation shall be determined by dividing (i) one quarter of the Base
Compensation  (less applicable  withholding and other employment  taxes) by (ii)
the  closing  price  of the  Common  Stock  on the  last  business  day of  each
corresponding  quarter, as listed on a national securities exchange,  The Nasdaq
National  Market  Systems,  the Nasdaq  SmallCap Market or the last reported bid


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price published in the "pink sheets" or displayed on the National Association of
Securities Dealer, Inc. Over-the-Counter Bulletin Board. No fractional shares of
Common  Stock or  script  representing  fractional  shares  shall be  issued  in
connection  with this Section 5(a).  Instead of any fractional  shares of Common
Stock which would  otherwise be issuable in  accordance  with this Section 5(a),
the  Company  shall pay to the  Executive a cash  adjustment  in respect of such
fraction.  The Base Compensation (i) may be increased (but may not be decreased)
at any time or from  time to time by action  of the  Board of  Directors  or any
committee thereof,  and (ii) shall be increased by the COLA Adjustment  annually
as of the  beginning  of each  Fiscal  Year,  commencing  with the  Fiscal  Year
beginning  January 1, 2001.  The Base  Compensation  shall be pro-rated  for any
Fiscal Year hereunder which is less than a full Fiscal Year.

            (b) INCENTIVE  BONUS  COMPENSATION.  The Executive shall be eligible
for  incentive  bonus  compensation  for each  Fiscal  Year in an  amount  to be
determined by the Board of Directors or any committee thereof  ("INCENTIVE BONUS
COMPENSATION").

      Section 6.  PAYMENT OF  EXPENSES.  The Company  shall pay the  Executive's
reasonable  expenses  incurred in providing  services to the Company,  including
expenses for travel,  entertainment  and similar items,  in accordance  with the
Company's  expense  policies  as  determined  from  time to time by the Board of
Directors. If there is a dispute as to the eligibility of an expense for payment
in accordance with the Company's  expense  policies,  then such expense shall be
determined  to be payable by the  Company if approved by a majority of the Board
of Directors.

      Section 7. EMPLOYEE BENEFITS; VACATIONS. During the Employment Period, the
Executive shall receive the benefits and enjoy the perquisites described below:

            (a) BENEFIT PLANS. The Executive shall be entitled to participate in
any perquisite,  benefit or compensation  plan (in addition to the  compensation
provided  for in Section 5) including  any profit  sharing plan and 401(k) plan,
medical  insurance  plan,  life  insurance  plan,  health and accident  plan and
disability plan which are generally  applicable to all salaried employees of the
Company  (collectively  referred to as the  "BENEFIT  Plans").  All such Benefit
Plans shall be maintained by the Company,  or the Company shall  maintain  plans
providing  substantially similar benefits;  provided,  however, that the Company
may make  modifications in the Benefit Plans so long as such  modifications  (i)
are generally  applicable  to all salaried  employees of the Company and (ii) do
not discriminate against the Executive or other highly-compensated  employees of
the Company.

            (b) LIFE INSURANCE. Notwithstanding anything herein to the contrary,
during  the  term of the  Employment  Period,  the  Company  shall  provide  the
Executive,  at  the  Company's  sole  expense,  insurance  on  the  life  of the
Executive,  for the  benefit  of the  Executive,  in an amount not less than Two
Hundred Fifty Thousand Dollars ($250,000) in the aggregate.

            (c)  VACATIONS.  The Executive shall be entitled in each Fiscal Year
to a vacation of thirty (30) working  days,  during which time his  compensation


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shall be paid in full,  and  such  holidays  and  other  nonworking  days as are
consistent with the policies of the Company for executives generally.

            (d)  AUTOMOBILE  BENEFITS.  The Company  shall provide the Executive
with the use of an  automobile  of the  Executive's  choice,  and  shall pay all
operating  expenses  incurred in the use of such  automobile.  The Company shall
continuously  maintain an automobile  liability  policy for the automobile  with
coverage in the minimum  amount of  $1,000,000  combined  single limit on bodily
injury and property damage. The Company hereby agrees to replace such automobile
at the request of the Executive with a new automobile of the Executive's choice;
provided, however, the Company shall not be obligated to replace such automobile
more often than once every two (2) years.

      Section 8.  COMPANY LIFE  INSURANCE;  MEDICAL  EXAMINATIONS.  At any  time
during the Employment Period, the Company may, in its discretion,  apply for and
procure  as  owner  and  for  its  own  benefit,  insurance  on the  life of the
Executive,  in  such  amounts  and in such  form or  forms  as the  Company  may
determine.  The Executive shall have no right to any interest in any such policy
or policies, but he shall, at the request of the Company, submit to such medical
examinations, supply such information and execute such applications, instruments
and other  documents as reasonably  may be required by the insurance  company or
companies to whom the Company has applied for such insurance.

      If requested by the Company,  the  Executive  shall submit to at least one
medical  examination  during each Fiscal year at such  reasonable time and place
and by a physician or physicians determined and selected by the Company. All the
costs and expenses of said medical examination,  including transportation of the
Executive to the place of examination and return, shall be paid by the Company.

      The  Executive  shall  be  entitled  to a copy of all  reports  and  other
information  provided to the Company in connection with any examination referred
to in this  Section 8. Any failure to pass any such  medical  examination  or to
meet any health  criteria or medical  standard  shall not of itself be cause for
termination of the Employment Period by the Company.

      Section 9. CERTAIN COMPANY PROTECTION PROVISIONS.  The below provisions of
this  Section 9 apply for the  protection  of the Company and shall  survive the
termination of this Agreement.

            (a)  NONCOMPETITION.   Except  for  Executive's   participation   in
activities disclosed to the Board of Directors, during the Restricted Period (as
hereinafter  defined),  the Executive  shall not directly or indirectly  compete
with the  Company by  owning,  managing,  controlling  or  participating  in the
ownership,  management  or control of, or be employed or engaged by or otherwise
affiliated or associated with, any Competitive Business in any location in which
the Company is doing  business as of the  Employment  Termination  Date. As used
herein, the term "RESTRICTED PERIOD" means the Employment Period and a period of
two (2)  years  thereafter  and  means  the  Employment  Period  if the  Company
terminates  the Executive  without  "cause" (as defined in Section 10(b)) or the
Executive  terminates  his  employment  for "good reason" (as defined in Section
10(e)).  As used herein,  a  "COMPETITIVE  BUSINESS"  is any other  corporation,


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partnership, proprietorship, firm, association or other business entity which is
engaged in any business  from which the Company  derives five percent or more of
its consolidated revenues during the twelve (12) months preceding the Employment
Termination  Date or in which the Company has invested five percent (5%) or more
of its  total  assets  as of the  time  in  question,  provided,  however,  that
ownership of not more than five percent (5%) of the stock of any publicly traded
company shall not be deemed a violation of this provision.

             (b)  NON-INTERFERENCE.  During the Restricted Period, the Executive
shall not induce or solicit  any  employee  of the  Company or any person  doing
business  with the  Company  to  terminate  his or her  employment  or  business
relationship with the Company or otherwise interfere with any such relationship.

            (c)  CONFIDENTIALITY. The Executive agrees and acknowledges that, by
reason of the nature of his duties as an officer and  employee,  he will have or
may have access to and become  informed of confidential  and secret  information
which  is a  competitive  asset  of the  Company  ("CONFIDENTIAL  INFORMATION"),
including,  without limitation,  any lists of customers or suppliers,  financial
statistics,  research data or any other statistics and plans contained in profit
plans,  capital  plans,  critical issue plans,  strategic  plans or marketing or
operation  plans or other trade  secrets of the Company and any of the foregoing
which belong to any person or company but to which the  Executive has had access
by reason of his employment  relationship with the Company. The Executive agrees
faithfully to keep in strict confidence, and not, either directly or indirectly,
to make known, divulge,  reveal,  furnish, make available or use (except for use
in  the  regular  course  of  his  employment   duties)  any  such  Confidential
Information.  The Executive  acknowledges that all manuals,  instruction  books,
price lists,  information and records and other information and aids relating to
the Company's business, and any and all other documents containing  Confidential
Information  furnished to the Executive by the Company or otherwise  acquired or
developed by the  Executive,  shall at all times be the property of the Company.
Upon  termination of the Employment  Period,  the Executive  shall return to the
Company any such property or documents which are in his  possession,  custody or
control, but his obligation of confidentiality shall survive such termination of
the Employment Period until and unless any such  Confidential  Information shall
have become,  through no fault of the Executive,  generally  known to the trade.
The  obligations of the Executive  under this Subsection are in addition to, and
not in limitation or preemption  of, all other  obligations  of  confidentiality
which the  Executive  may have to the Company  under  general legal or equitable
principles.

            (d)  REMEDIES.  It is  expressly  agreed  by the  Executive  and the
Company that these  provisions are reasonable for purposes of preserving for the
Company its business,  goodwill and proprietary  information.  It is also agreed
that if any provision is found by a court having jurisdiction to be unreasonable
because  of  scope,  area or time,  then  that  provision  shall be  amended  to
correspond in scope, area and time to that considered  reasonable by a court and
as  amended  shall  be  enforced  and  the  remaining  provisions  shall  remain
effective. In the event of any breach of these provisions by the Executive,  the
parties  recognize and  acknowledge  that a remedy at law will be inadequate and
the Company may suffer irreparable  injury. The Executive  acknowledges that the
services to be rendered by him are of a character  giving them  peculiar  value,
the loss of which cannot be adequately  compensated for in damages;  accordingly


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the Executive consents to injunctive and other appropriate equitable relief upon
the  institution of proceedings  therefor by the Company in order to protect the
Company's rights.  Such relief shall be in addition to any other relief to which
the Company may be entitled at law or in equity.

      Section 10. TERMINATION OF EMPLOYMENT.

            (a)  NOTICE OF TERMINATION; EMPLOYMENT TERMINATION DATE.

                  (1)  Any  termination  of the  Executive's  employment  by the
Company or the Executive  shall be communicated by written Notice of Termination
to the other  party  thereto.  For  purposes  of this  Agreement,  a "Notice  of
Termination"  shall mean a notice which shall indicate the specific  termination
provision in this Agreement relied upon and shall set forth in reasonable detail
the facts and circumstances claimed to provide a basis for termination under the
provision so  indicated.  Furthermore,  either the  Executive or the Company may
give a Notice of  Termination  to the other party for the purpose of terminating
this  Agreement on the Scheduled  Employment  Termination  Date.  Such Notice of
Termination shall have the effect of terminating this Agreement on the Scheduled
Employment Termination Date.

                  (2) "EMPLOYMENT TERMINATION DATE" shall mean the date on which
the  Employment  Period  and the  Executive's  right and  obligation  to perform
employment  services for the Company shall terminate effective upon the first to
occur of the following,  it being understood that in no event may the Employment
Period be terminated other than as the result of one of the following events:

                        (A) If the  Executive's  employment  is  terminated  for
Disability,  the date which is thirty (30) days after Notice of  Termination  is
given (provided that the Executive shall not have returned to the performance of
his duties on a full-time basis during such thirty (30) day period);

                        (B) If the  Executive's  employment is terminated by the
Executive for Good Reason or otherwise by voluntary action of the Executive (see
Section  10(e)),  the date  specified in the Notice of  Termination,  which date
(except with the written  consent of the Company to the  contrary)  shall not be
more than  sixty  (60) days  after the date that the  Notice of  Termination  is
given;

                        (C) The death of the Executive;

                        (D)   The Scheduled Employment Termination Date;

                        (E) If the  Executive's  employment is terminated by the
Company  for  Cause  (see  Section  10(b)(1)),  the date on  which a  Notice  of
Termination is given;  provided that if within thirty (30) days after any Notice
of Termination is given the party receiving such Notice of Termination  notifies
the other party that a dispute exists concerning the termination, the Employment
Termination  Date shall be the date on which the dispute is finally  determined,
either  by mutual  written  agreement  of the  parties,  by a binding  and final


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arbitration  award  or by a final  judgment,  order  or  decree  of a  court  of
competent  jurisdiction  (the time for appeal  therefrom  having  expired and no
appeal having been perfected); and

                        (F) If the  Executive's  employment is terminated by the
Company other than for Cause,  Disability or death of the Executive (see Section
10(f)),  the date specified in the Notice of Termination which date (except with
the written  consent of the  Executive to the  contrary)  shall not be more than
sixty (60) days after the date that the Notice of Termination is given.

            (b)  TERMINATION FOR CAUSE:

                  (1) The Company may terminate the  Executive's  employment and
the Employment Period for Cause. For the purposes of this Agreement, the Company
shall have "CAUSE" to terminate  employment  hereunder  only (A) if  termination
shall have been the result of an act or acts of  willful  misconduct  materially
injurious to the Company,  monetarily or otherwise,  or (B) upon the willful and
continued failure by the Executive  substantially to perform his duties with the
Company (other than any such failure  resulting from incapacity due to mental or
physical  illness)  after a demand in writing  for  substantial  performance  is
delivered by the Board of Directors,  which demand  specifically  identifies the
manner in which the Board  believes  that the  Executive  has not  substantially
performed his duties,  and such failure results in demonstrably  material injury
to the Company.  The Executive's  employment  shall in no event be considered to
have been terminated by the Company for Cause if such  termination took place as
the  result  of (i) bad  judgment  or  negligence,  or (ii) any act or  omission
without intent of gaining therefrom directly or indirectly a profit to which the
Executive  was not legally  entitled,  or (iii) any act or omission  believed in
good faith to have been in or not  opposed to the  interest of the  Company,  or
(iv) any act or  omission in respect of which a  determination  is made that the
Executive met the applicable  standard of conduct prescribed for indemnification
or  reimbursement  or payment of expenses under the Articles of Incorporation of
the Company or the laws of the State of Nevada, in each case as in effect at the
time of such act or  omission.  The  Executive  shall not be deemed to have been
terminated  for Cause unless and until there shall have been  delivered to him a
copy of a  resolution  duly  adopted  by the  affirmative  vote of not less than
two-thirds  of the entire  membership  of the Board of Directors at a meeting of
the Board of  Directors  called  and held for the  purpose  (after not less than
thirty (30) days' written  notice to the Executive  and an  opportunity  for him
together  with his  counsel,  to be heard  before the Board of  Directors,  such
notice of  meeting  to  indicate  the  specific  termination  provision  of this
Agreement   relied  upon  and  specify  in  reasonable   detail  the  facts  and
circumstances  claimed to provide a basis for termination under the provision so
indicated),  of finding that in the good faith opinion of the Board of Directors
the Executive was guilty of conduct set forth above in clauses (A) or (B) of the
second  sentence of this  paragraph and specifying  the  particulars  thereof in
detail.

                  (2) If the  Executive's  employment  shall be  terminated  for
Cause,  the  Company  shall  pay the  Executive  within  ten  (10)  days of such
termination,  his unpaid Base  Compensation  through the Employment  Termination
Date at the rate in effect at the time Notice of Termination is given,  plus (2)
any expenses incurred in accordance with Section 6 hereof.



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            (c)  TERMINATION  FOR  DISABILITY.   The Company may  terminate  the
Executive's employment because of the Disability of the Executive and thereafter
shall pay to the Executive (or his successors) (1) his unpaid Base  Compensation
through the sixth (6th) full month following the Employment  Termination Date at
his then  effective  Base  Compensation  rate;  plus (2) any  accrued but unpaid
Incentive  Compensation,  plus (3) any  expenses  incurred  in  accordance  with
Section 6 hereof.

            (d)  TERMINATION  UPON  EXECUTIVE'S  DEATH.  In  the  event  of  the
Executive's  death,  the  Company  shall pay to the  Executive's  estate (1) any
unpaid  amount  of Base  Compensation  through  the  date of  death  at the then
effective  Base  Compensation  rate,  plus (2) any accrued but unpaid  Incentive
Compensation,  plus (3) any  expenses  incurred  in  accordance  with  Section 6
hereof. All previously granted stock options,  rights, warrants and awards shall
fully vest on the death of the  Executive,  except  that the  provisions  of the
Company's  Stock  Incentive  Plan and any other  Benefit Plan shall  control the
benefits and awards covered thereby.

            (e)  TERMINATION OF EMPLOYMENT BY THE EXECUTIVE.

                  (1) The Executive may terminate his employment for Good Reason
and receive the  payments and  benefits  specified in Section  10(f) in the same
manner as if the  Company had  terminated  his  employment  without  Cause.  For
purposes of this  Agreement,  "GOOD REASON" will exist if any one or more of the
following occur:

                        (A)   Failure  by  the  Company  to  honor  any  of  its
obligations under this Agreement, including, without limitation, its obligations
under  Section  3  (EMPLOYMENT  CAPACITY  AND  DUTIES).   Section  4  (EXECUTIVE
PERFORMANCE  COVENANTS).  Section 5 (Compensation).  Section 6 (REIMBURSEMENT OF
EXPENSES).    Section   7   (EMPLOYEE   BENEFITS,    VACATIONS).    Section   13
(INDEMNIFICATION) and Section 15 (SUCCESSORS AND ASSIGNS); or

                        (B) Any  purported  termination  by the  Company  of the
Executive's  employment that is not effected pursuant to a Notice of Termination
satisfying  the  requirements  of Section  10(a) above and, for purposes of this
Agreement, no such purported termination shall be effective; or

                        (C) If there is a Change in Control of the  Company  (as
defined  below)  and  the  employment  of  the  Executive  is   concurrently  or
subsequently  terminated (i) by the Company without Cause,  (ii) by service of a
Notice of Termination or (iii) by the resignation of the Employee because he has
reasonably   determined   in  good   faith   that   his   titles,   authorities,
responsibilities,  salary,  bonus opportunities or benefits have been materially
diminished,  or that a material  adverse  change in his working  conditions  has
occurred or the Company has  breached  this  Agreement.  For the purpose of this
Agreement,  a "CHANGE IN  CONTROL" of the Company  has  occurred  when:  (x) any
person  (defined for the  purposes of this Section 10 to mean any person  within
the  meaning  of  Section  13(d) of the  Securities  Exchange  Act of 1934  (the
"EXCHANGE  ACT")),   other  than  the  Company,  or  an  employee  benefit  plan
established  by the Board of  Directors of the  Company,  acquires,  directly or
indirectly,  the  beneficial  ownership  (determined  under  Rule  13d-3  of the
regulations  promulgated by the Securities and Exchange Commission under Section

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<PAGE>

13(d) of the Exchange  Act) of  securities  issued by the Company  having twenty
percent (20%) or more of the voting power of all of the voting securities issued
by the  Company in the  election of  directors  at the meeting of the holders of
voting  securities  to be  held  for  such  purpose;  or (y) a  majority  of the
directors  elected at any  meeting of the  holders of voting  securities  of the
Company  are persons who were not  nominated  for such  election by the Board of
Directors  of the  Company  or a duly  constituted  committee  of the  Board  of
Directors of the Company  having  authority in such matters;  or (z) the Company
merges or  consolidates  with or  transfers  substantially  all of its assets to
another person.

                  (2)  The  Executive  shall  have  the  right   voluntarily  to
terminate  his  employment  other than for Good  Reason  prior to the  Scheduled
Employment  Termination  Date,  and if the  Executive  shall  so  terminate  his
employment,  he shall be entitled  only to payment of the amounts which would be
payable under Section 10(b)(2) had he been terminated for Cause.

            (f)  COMPENSATION UPON TERMINATION OTHER THAN FOR CAUSE.

                  (1) If the Company shall terminate the Executive's  employment
other than for Cause,  Disability or death,  or if the Executive shall terminate
his  employment  for  Good  Reason  pursuant  to  Section  10(e)(1)  (but  not a
termination  voluntarily  by the  Executive  other  than for Good  Reason  under
Section  10(e)(2)),  then the Company  shall pay to the  Executive the following
amounts:

                        (A)  (1)  His  unpaid  Base  Compensation   through  the
Employment  Termination Date at his then effective Base  Compensation,  plus (2)
any accrued  but unpaid  Incentive  Bonus  Compensation,  plus (3) any  expenses
incurred in accordance with Section 6 hereof.

                        (B) In addition,  the Company shall pay to the Executive
promptly in a single  lump sum in cash an amount  equal to the lesser of (i) his
unpaid Base Compensation through the Scheduled  Employment  Termination Date, or
(ii) the product of two (2),  multiplied  by one hundred  percent  (100%) of the
aggregate  total amount which would have been payable to Executive under Section
5 for the entire Fiscal Year in which occurs the Employment  Termination Date as
if his employment had not been terminated  (and without  deduction or offset for
any amounts  actually paid for such Fiscal Year on account of Base  Compensation
or Incentive Bonus Compensation, under Section 5, this Section 10 or otherwise),
and assuming for purposes of calculating (x) the Base Compensation,  one hundred
percent  (100%) of the amount thereof at the annual rate payable for such Fiscal
Year  pursuant to Section  5(a) and (y) the  Incentive  Bonus  Compensation,  an
amount equal to the Incentive  Bonus  Compensation  paid to the Executive in the
previous Fiscal Year.

                        (C) The  Company  shall  also  pay all  legal  fees  and
expenses  incurred as a result of such termination  (including all such fees and
expenses,  if any, incurred in contesting or disputing any such termination,  in
seeking to obtain or enforce any right or benefit provided by this Agreement, or
in interpreting this Agreement).  The Company agrees, in the event the Executive
desires to relocate  within one year after the Employment  Termination  Date, to
pay for (or reimburse) all reasonable  moving  expenses  incurred  relating to a


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<PAGE>

change  of  principal  residence  in  connection  with  such  relocation  and to
indemnify the  Executive in connection  with any loss he may sustain in the sale
of his primary residence.

                        (D) The  Executive  shall be under no obligation to seek
other  employment  and there  shall be no offset  against  any  amounts  due the
Executive  under this Agreement on account of any  remuneration  attributable to
any subsequent  employment  that the Executive may obtain (any amounts due under
Section 10(f) are in the nature of severance payments, or liquidated damages, or
both, and are not in the nature of a penalty).

                  (2)  Unless  Executive is  terminated  for Cause,  the Company
shall maintain in full force and effect, for the Executive's  continued benefits
through the Scheduled  Employment Terminate Date, all active and retired Benefit
Plans and other  benefit  programs or  arrangements  in which he was entitled to
participate immediately prior to the Scheduled Employment Terminate Date (except
as  specified  in  Section  7(a) of this  Agreement),  provided  that  continued
participation  is possible  under the general terms and provisions of such plans
and  programs.  In the event that  participation  in any such plan or program is
barred,  the Company shall  arrange to provide him with  benefits  substantially
similar to those which he is entitled to receive under such plans and programs.

            (g)  COMPENSATION  UPON  DISABILITY.  During  any  period  that  the
Executive fails to perform his duties hereunder as a result of incapacity due to
physical  or  mental  illness,  he shall  continue  to  receive  his  full  Base
Compensation   at  the  rate  then  in  effect  and  his  full  Incentive  Bonus
Compensation  until this  Agreement  is  terminated  pursuant  to Section  10(c)
hereof.  Thereafter,  his benefits  shall be determined  in accordance  with the
Company's Benefit Plans.

      Section 11. REGISTRATION RIGHTS.

            (a)  DEMAND REGISTRATION.

                  (1) At any time  after the date  hereof,  and  subject  to the
other  provisions  of this  Section  11,  the  Executive  shall  have the right,
exercisable  by making a written  request  to the  Company,  to demand  that the
Company effect the Registration of any Registrable Securities in accordance with
the  provisions of the Act. The Company shall then comply with Section  11(a)(2)
hereof.  Any  provision  herein to the  contrary  notwithstanding,  the right to
demand  Registration  pursuant  to this  Section  11  shall  be  limited  to one
Registration demand per calendar year. A right to demand Registration  hereunder
shall  be  deemed  to  have  been  exercised  and  all of the  Company's  demand
Registration  obligations hereunder for such calendar year shall be deemed to be
fully  satisfied  when  the  registration  statement  filed on  account  of such
exercise has been declared  effective by the Commission.  If any other executive
of the Company  exercises  his or her right,  if any, to demand that the Company
effect the Registration of any Registrable Securities,  then the Executive shall
have the  right to  Register  an  equivalent  number of  Registrable  Securities
without reducing the number demand Registrations the Executive shall have in any
calendar year.

                  (2)  Following  receipt  of  a  request  pursuant  to  Section
11(a)(1) hereof, the Company shall (i) file within ninety (90) days thereafter a
registration  statement on the appropriate  form under the Act for the shares of


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<PAGE>

Common  Stock that the  Company  has been  requested  to  Register;  (ii) if the
applicable  Offering  is pursuant to an  underwriting  agreement,  enter into an
underwriting  agreement in such form as said managing or sole underwriter  shall
require (which must only contain terms and conditions customary for offerings of
equity securities of entities with market capitalizations that are approximately
equal to the  Company's  then  current  market  capitalization  and may  contain
customary  provisions  requiring  the Company and the Executive to indemnify and
provide  contribution to the underwriter or underwriters of such Offering);  and
(iii)  use its  reasonable  best  efforts  to have such  registration  statement
declared  effective as promptly as  practicable  and to remain  effective for at
least one hundred eighty (180) days. Notwithstanding any other provision hereof,
the Executive acknowledges and agrees that there can be no guarantee or warranty
from or by the  Company  that  any  such  registration  statement  will  ever be
declared  effective  by the  Commission,  and  that  the  Company  makes no such
guarantee or warranty in this Agreement.

            (b) PIGGY-BACK REGISTRATION.  If the Company at any time proposes to
register any of its  securities  under the Act or pursuant to the Exchange  Act,
collectively  referred to as the "SECURITIES  ACTS," whether or not for sale for
its own  account,  it will  each such time  give  prompt  written  notice to the
Executive  of its  intention  to do so (the  "REGISTRATION  NOTICE").  Upon  the
written  request of the Executive,  made within fifteen (15) business days after
the receipt of the Registration  Notice,  the Company shall use its best efforts
to effect  the  registration  under the  Securities  Acts of such  amount of the
Executive's  Common  Stock  as  the  Executive  requests,  by  inclusion  of the
Executive's  Common  Stock in the  registration  statement  that  relates to the
securities which the Company proposes to register, PROVIDED that if, at any time
after  giving the  Registration  Notice and prior to the  effective  date of the
registration  statement filed in connection with such registration,  the Company
shall  determine for any reason either not to register or to delay  registration
of such  securities,  the Company may, at its election,  give written  notice of
such determination to the Executive (the "REFUSAL NOTICE") and,  thereupon,  (i)
in the  case of a  determination  not to  register,  shall  be  relieved  of its
obligation  to register the  Executive's  Common Stock in  connection  with such
terminated  registration  (but not from its  obligation to pay the  Registration
Expenses (as defined herein) in connection therewith), and (ii) in the case of a
determination to delay registering,  shall be permitted to delay registering the
Executive's  Common Stock,  for the same period as the delay in registering such
other securities.

            (c) REGISTRATION  EXPENSES.  The Company shall pay all  Registration
Expenses  (as  defined  herein)  in  connection  with each  registration  of the
Executive's  Common Stock pursuant to this Section 11. For the purposes  hereof,
the phrase  "REGISTRATION  EXPENSES" shall include all expenses  incident to the
Company's  performance  of, or  compliance  with,  this  Section 11,  including,
without  limitation,  (i) all registration,  filing and NASD fees, (ii) all fees
and expenses of complying with  securities or blue sky laws,  (iii) all printing
expenses,  (iv) the fees and disbursements of counsel for the Company and of its
independent public accountants,  including the expenses of any special audits or
"cold  comfort"  letters  required  by  or  incident  to  such  performance  and
compliance,  (v) the  fees  and  disbursements  of any one  counsel  and any one
accountant retained by the Executive,  (vi) premiums and other costs of policies
of  insurance  against  liabilities  arising  out of the public  offering of the
Executive's Common Stock being registered if the Company desires such insurance,


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<PAGE>

and (vii) any fees and disbursements of underwriters customarily paid by issuers
or sellers of securities,  but excluding  underwriting discounts and commissions
and transfer taxes, if any.

            (d)  SURVIVAL.  Notwithstanding  anything to the contrary  contained
herein,  the  provisions  of  this  Section  11  shall  survive  the  Employment
Termination Date for a period of two (2) years.

      Section 12. INDEMNIFICATION.  As an employee,  officer and director of the
Company,  the Executive shall be indemnified  against all liabilities,  damages,
fines, costs and expenses by the Company in accordance with the  indemnification
provisions of the Company's  Articles of  Incorporation as in effect on the date
hereof,  and otherwise to the fullest  extent to which  employees,  officers and
directors of a corporation organized under the laws of Nevada may be indemnified
pursuant to Sections 78.037(1) and 78.751 of the Nevada General Corporation Law,
as the same may be  amended  from  time to time (or any  subsequent  statute  of
similar tenor and effect), subject to the terms and conditions of such statute.

      Section 13.  ARBITRATION.  Any dispute or controversy  arising under or in
connection  with this Agreement  shall be settled  exclusively by arbitration in
Sarasota,  Florida,  in  accordance  with the rules of the American  Arbitration
Association  then in effect;  provided that all  arbitration  expenses  shall be
borne by the Company. Notwithstanding the pendency of any dispute or controversy
concerning  termination or the effects thereof, the Company will continue to pay
the Executive his full compensation in effect  immediately  before any Notice of
Termination giving rise to the dispute was given (including, but not limited to,
Base Salary and Incentive Compensation) and continue him as a participant in all
compensation,  benefit and insurance  plans in which he was then  participating,
until  the  dispute  is  finally  resolved.  Judgment  may  be  entered  on  the
arbitrators' award in any court having jurisdiction; provided, however, that the
Executive shall be entitled to seek specific performance of his right to be paid
until the  Employment  Termination  Date  during the  pendency of any dispute or
controversy arising under or in connection with this Agreement.

      Section  14.  SUCCESSORS  AND  ASSIGNS.  Except as  hereinafter  expressly
provided,  the  agreements,  covenants,  terms and  provisions of this Agreement
shall bind the  respective  heirs,  executors,  administrators,  successors  and
assigns  of the  parties.  Specifically,  and  not by way of  limitation  of the
foregoing,  the  Executive  shall be bound by the terms and  conditions  of this
Agreement to any  successor  assignee of the  Company's  rights and  obligations
hereunder  as a result of any merger,  consolidation  or sale or lease of all or
substantially  all of the  Company's  business  sand  assets.  If any  successor
(whether direct or indirect, by purchase, merger, consolidation or otherwise) to
all or  substantially  all of the business  and/or assets of the Company  fails,
concurrently with the effectiveness of any such succession,  to agree in writing
in form and substance  reasonably  satisfactory  to the  Executive  expressly to
assume and agree to perform  this  Agreement  in the same manner and to the same
extent that the Company would be required to perform if no such  succession  had
taken place, then the Executive shall have the right, effected by notice to such
successor  not later  than  ninety  (90) days  after the  effectiveness  of such
succession,  to terminate  the  Employment  Period under Section 10(e) as though


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<PAGE>

such  failure  was an uncured  breach by the  Company of a material  covenant or
agreement of the Company contained in this Agreement.

      If  the  Executive  should  die  while  any  amounts  are  payable  to him
hereunder,  or if by  reason  of  his  death  payments  are  to be  made  to him
hereunder,  then this Agreement shall inure to the benefit of and be enforceable
by the Executive's executors, administrators,  heirs, distributees, devisees and
legatees and all amounts payable hereunder shall then be paid in accordance with
the  terms  of this  Agreement  to the  Executive's  devisee,  legatee  or other
designee or, if there is no such designee, to his estate.

      This  Agreement  is personal  in nature and neither of the parties  hereto
shall,  without the consent of the other,  assign or transfer this  Agreement or
any rights or obligations  hereunder,  except as  hereinbefore  provided in this
Section 14. Without  limiting the foregoing,  the  Executive's  right to receive
payments  hereunder shall not be assignable or transferable,  whether by pledge,
creation of a security interest or otherwise,  other than a transfer by his will
or by the laws of descent  or  distribution,  and in the event of any  attempted
assignment  or transfer  contrary to this  paragraph  the Company  shall have no
liability to pay to the purported assignee or transferee any amount so attempted
to be assigned or transferred.

      As used in this  Agreement,  the  "COMPANY"  shall  mean  the  Company  as
hereinbefore  defined  and  any  successor  to its  business  and/or  assets  as
aforesaid  which  executes and delivers the agreement  provided for in the first
paragraph of this Section 14 or which  otherwise  becomes bound by all the terms
and provisions of this Agreement by operation of law.

      Section 15. NOTICES. Any notice or other communication required or desired
to be given hereunder shall be in writing and shall be deemed sufficiently given
when personally  delivered or when mailed by first class certified mail,  return
receipt  requested  and  postage  prepaid,  addressed  to the  parties  at their
respective  addressed set forth under their respective  signatures below or such
other person or addresses as shall be given by notice of any party.

      Section 16. WAIVER; REMEDIES CUMULATIVE.  No waiver of any right or option
hereunder  by any party shall  operate as a waiver of any other right or option,
or the same  right  or  option  as  respects  any  subsequent  occasion  for its
exercise,  or of any legal remedy.  No waiver by any party of any breach of this
Agreement  or of any  agreement  or covenant  contained  herein shall be held to
constitute  a waiver of any other breach or a  continuation  of the same breach.
All remedies provided by this Agreement are in addition to all other remedies by
it or as provided by law.

      Section 17.  GOVERNING  LAW;  SEVERABILITY.  This Agreement is made and is
expected  to be  performed  in  Florida,  and  the  various  terms,  provisions,
covenants  and  agreements,  and the  performance  thereof,  shall be construed,
interpreted  and enforced  under and with  reference to the laws of the State of
Florida,  unless otherwise  indicated herein. It is the intention of the Company
and the  Executive  to comply  fully with all laws and matters of public  policy
relating to employment agreements and restrictive covenants,  and this Agreement
shall be construed  consistently  with such laws and public policy to the extent
possible. If and to the extent any one or more covenants,  agreements, terms and
provisions  of this  Agreement or any portion or portions  thereof shall be held


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<PAGE>

invalid  or  unenforceable  by a court  of  competent  jurisdiction,  then  such
covenants,  agreements,  terms and  provisions  (or portions  thereof)  shall be
deemed separable from the remaining covenants,  agreements, terms and provisions
of this  Agreement  and such  holding  shall in no way  affect the  validity  or
enforceability of any of the other covenants,  agreements,  terms and provisions
hereof.

      Section  48.   MISCELLANEOUS.   This  Agreement   constitutes  the  entire
understanding  of the parties  hereto with respect to the subject matter hereof.
This  Agreement  may not be  modified,  changed or  amended  except in a writing
signed by each of the parties  hereto.  This Agreement may be signed in multiple
counterparts,  each of which shall be deemed an original hereof. The captions of
the several  sections and  subsections  of this  Agreement are not a part of the
context hereof,  are inserted only for convenience in locating such sections and
subsections and shall be ignored in construing this Agreement.

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      IN WITNESS WHEREOF,  the Company and the Executive have executed  multiple
counterparts of this Agreement.

COMPANY:                                   EXECUTIVE:

AVID SPORTSWEAR & GOLF CORP.

By:
----------------------------------         ---------------------------------
Name:   Jerry Busiere                      Name: Earl T. Ingarfield
Title:  Secretary

























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