lpth_ex101





  Exhibit 10.1








EMPLOYMENT AGREEMENT

 


THIS
EMPLOYMENT AGREEMENT (this “Agreement”), is entered
into by and between Albert Miranda (“Employee”), and
LightPath Technologies, Inc., a Delaware corporation, having a
principal address of 2603 Challenger Tech Ct., Suite 100, Orlando,
Florida 32826 (the “Company”) and is effective as of
the date Employee signs below (“Effective
Date”).

 



RECITALS

 


Commencing on or
about the Effective Date, the Company desires to employ Employee,
initially in the role of Vice President of Finance and then, on or
about May 10, 2021, as Chief Financial Officer, as further
described below, on the terms and conditions, and subject to the
rights of termination hereinafter set forth, and Employee is
willing to accept such employment on such terms and
conditions.

 


NOW,
THEREFORE, in consideration of the mutual agreements hereinafter
set forth, Employee and the Company have agreed and do hereby agree
as follows:

 



AGREEMENT

 


1. Duties:
The Company will employ Employee as Chief Financial Officer,
beginning on or about Monday, May 10, 2021. Employee agrees to
perform any and all duties and to assume any and all
responsibilities that may be assigned from time to time by the
Company.

 




a.

Employee will
devote Employee’s full time, energy, and skill to the
performance of duties for the Company and for the benefit of the
Company, reasonable vacations authorized by the Company and
reasonable absences in accordance with the Company’s leave
policies and local, state, and federal law excepted. Employee also
will exercise due diligence and care in the performance of
Employee’s duties to the Company under this Agreement.
Employee shall render services to the Company and perform duties at
such place or places in as the Company shall require in accordance
with its best interests, needs, business and
opportunities.





 




b.

During
Employee’s employment with the Company, Employee shall not
enter into the services of or be employed in any capacity or for
any purposes whatsoever, whether directly or indirectly, by any
person, firm, corporation or entity other than the Company, unless
approved by the Chief Executive Officer who will determine whether
there is any potential conflict of interest that would prevent the
business engagement.





 




c.

Employee
acknowledges and agrees that as Chief Financial Officer he will be
subject to the various policies of the Company including, but not
limited to, the Code of Business Conduct and Ethics, the Code of
Business Conduct and Ethics for Senior Financial Officers, and the
Guide for Trading in Securities by Employees, Officers, and
Directors.





 




d.

Employee
acknowledges and agrees that as Chief Financial Officer, he will be
expected to maintain ownership of the Company’s Class A
common stock, par value of $0.01 per share (“the Common
Stock”), in accordance with guidelines established by the
Board of Directors as in effect from time to time.





 

2. Location:
Employee must relocate Employee’s residence to Orlando,
Florida or its surrounding communities within six months of the
Effective Date. During the interim, the Company will accept and
cover the cost of commuting and temporary living in Orlando, until
the relocation is complete. The Company will reimburse Employee for
direct costs associated with relocation up to $10,000, which will
be paid to Employee within one month of Employee’s
relocation. The Company will only reimburse relocation expenses
that are documented with receipts in accordance with Company
policy, including up to six months of temporary housing expenses
and periodic travel back to family prior to their relocation. If
Employee leaves the Company for any reason other than death,
disability or discharge by the Company within twelve (12) months of
the Effective Date, Employee is responsible to reimburse the
Company a prorated portion of all relocation expenses received from
the Company. Repayment can be made in installments as agreed to by
the Company.

 


3. Employment
Period: This Agreement,
and the benefits offered to Employee herein, are contingent upon
Employee’s successful completion of a background check in
accordance with applicable law. Employee’s employment with
the Company will be “at will,” meaning that either
Employee or the Company will be entitled to terminate the
employment at any time, with or without cause. Any contrary
representations which may have been made to Employee are superseded
by this Agreement. The “at will” nature of the
employment may only be changed in an express written agreement
signed by Employee and the Chief Executive Officer of the Company.
Nothing in this Agreement is intended to create a contract of
employment for any specified period of time.

 



 







 





 


4. Compensation:

 




a.

Base Salary –
The Company shall pay Employee, and Employee agrees to accept from
the Company in full payment for Employee’s services and
promises to the Company (specifically including the covenants set
forth in Sections 7, 8, 9, and 10), an initial annual salary of
$225,000.00 (“Base Salary”) payable in equal bi-weekly
installments, or otherwise in accordance with the Company’s
normal pay practices as the same may be altered from time to time
by the Company.





 




b.

Variable
Compensation – During Employee’s employment with the
Company, Employee shall be entitled to participate in all bonus,
incentive compensation and performance based compensation plans,
including, but not limited to the LightPath Technologies, Inc. 2018
Stock and Incentive Compensation Plan (“the Plan”), and
other similar policies, practices, programs and arrangements of the
Company, now in effect or as hereafter amended or established, on a
basis that is commensurate with Employee’s position and no
less favorable than those generally applicable or made available to
other executives of the Company, and as determined from
year-to-year by the Compensation Committee of the Board of
Directors. Employee's participation shall be in accordance with the
terms and provisions of such plans and programs.





 




i.

As soon as
reasonably practicable after the Effective Date, the Compensation
Committee of the Board of Directors will grant Employee a stock
option (the “Option Award”) to purchase up to 75,000
shares of the Common Stock at an exercise price equal to the
greater of (i) the Company’s book value per share on that
date or (ii) 115% of the closing bid price of the Common Stock as
reported by The Nasdaq Capital Market on the grant date, which is
expected to occur on the Effective Date. The stock options will
have a four-year vesting period with 25% vesting each year. The
stock option will have a ten-year term, subject to earlier
expiration as provided in the Plan or the Option Agreement, as
defined below. The Option Award shall be in all respects subject to
the Plan and any amendments thereto and conditioned upon
Employee’s execution of a stock option agreement evidencing
the grant of the Option Award (the “Option Agreement”).
The terms and conditions upon which the Option Award may be
exercised, including, if at all, after termination of
Employee’s employment or services, are governed by the Plan
and the Option Agreement.





 




c.

Taxes – All
forms of compensation paid or payable to Employee whether set forth
in this Agreement or otherwise are subject to reduction to reflect
applicable withholding and payroll taxes in accordance with state
and federal law.





 




d.

Reimbursement for
Business Expenses – Employee shall receive reasonable and
customary reimbursement for business expenses incurred on behalf of
the Company; provided, however, that Employee shall provide
appropriate receipts and documentation for any such
expenses.





 




e.

Paid Time Off
– Employee is entitled to four-weeks, or 160 hours of
vacation plus 40 hours of sick time annually. All vacation and sick
leave are subject to the terms and conditions established by the
Company and applicable law.





 




f.

Benefits –
Employee is eligible for the Company’s benefit programs in
accordance with the benefit plan documents. Current benefits
include, but are not limited to, health, dental, vision, life, and
long-term disability insurances, FSA (flexible spending account),
HSA (health spending account), and a 401K plan.





 




g.

Recovery of
Compensation – Employee acknowledges and agrees that all or
any portion of an incentive award under the above described bonus
and incentive compensation plans or any future arrangement
established by the Company to provide incentive or bonus
compensation, whether payable in cash, Company Common Stock, or
other property (“Award”), is subject to an obligation
of repayment by Employee to the Company if the amount of the Award
was calculated based upon the achievement of certain financial
results (as reflected in the financial statements of the Company or
otherwise) or other performance metrics that, in either case, were
subsequently found to be materially inaccurate. The amount that
shall be repaid by Employee to the Company shall be based on the
excess amount paid or awarded to the Employee under the Award as
compared to the amount that would have been paid or awarded had the
material inaccuracy not occurred. An independent third party shall
determine if the Employee engaged in conduct in violation of
federal law or state law in the performance of his duties that
either caused or significantly contributed to the material
inaccuracy in financial statements or other performance metrics,
there shall be no time limit on this right of recovery, which shall
apply to all future Awards as well as to any and all pre-existing
Awards that have not yet been determined and paid as of the date of
this Agreement. In all other circumstances, this right of recovery
shall apply to all future Awards as well as to any and all
pre-existing Awards that have not yet been determined and paid as
of the date of this Agreement for a period not exceeding one year
after the date of payment of each such Award. In addition, Employee
hereby agrees that, if he does not promptly repay the amount
recoverable hereunder within thirty (30) days of a demand
therefore, such amount may be withheld from compensation of any
type not yet due and payable to Employee, including, but not
limited to, the cancellation of future Awards, as determined by the
Compensation Committee in its sole discretion. In addition, the
Compensation Committee is granted the discretionary authority to
interpret and enforce this provision as it determines to be in the
best interest of the Company and equitable to the parties.
Notwithstanding anything herein, this provision shall not be the
Company’s exclusive remedy with respect to such matters. In
addition, the parties agree that the Company may unilaterally amend
this provision at any time to comply with applicable law or
securities exchange listing rules, as the same may be in effect
from time to time during Employee’s employment with the
Company and for any relevant period thereafter.





 



 







 





 


5. Termination:
Employment by the Company is “at-will,” meaning the
Company may terminate Employee’s employment with the Company
at any time and for any reason not prohibited by law. Similarly,
Employee may voluntarily resign from employment with the Company at
any time and for any reason. All of Employee’s rights and all
of the Company’s obligations hereunder shall terminate
effective on the last date of Employee’s employment.
Notwithstanding the foregoing, Employee’s obligations and the
Company’s rights under Sections 7, 8, 9, and 10 shall
survive the termination of this Agreement and Employee shall be
entitled to receive the unpaid portion of any wages earned up to
the date of such termination, including the Base Salary, and all
benefits payable to Employee as a result of such termination under
the terms of the Company’s employee benefit
plans.

 

6. Severance:

 




a.

If the Company
terminates Employee without Cause (as defined below), Employee will
be entitled to a Severance Payment equal to six months of pay based
upon the Employee’s base salary at the time of termination.
The Severance Payment is payable in equal bi-weekly installments,
or otherwise in accordance with the Company’s normal pay
practices in place at the time of termination.





 




b.

Cause is defined
as: (i) misconduct; (ii)failing for any reason within 5 days after
receipt by Employee of written notice thereof from the Company, to
correct, cease or otherwise alter any insubordination, failure to
comply with instructions or other act or omission to act that in
the opinion of the Company does or may adversely affect the
business or operations of the Company; (iii) engaging in business
activities that are a conflict of interest with the Company; or
(iv) personal behavior that reflects poorly on the
Company.





 




c.

If Employee is in
violation of the Restrictive Covenants in Sections7, 8, and 9 below
at any time any portion of the Severance Payment is due and payable
pursuant to this Section 6, Employee’s entitlement to any
remaining portion of the Severance Payment is waived and the
Company will have no further obligations thereof.





 




d.

The effect of
termination of employment on Employee’s vested or unvested
equity interest shall be governed by the terms of the Plan and the
award agreements issued thereunder.





 


7. Proprietary
Information:

 




a.

Employee agrees
that any and all Proprietary Information, as hereinafter defined,
which Employee has made, conceived of, developed or originated,
either individually or jointly with any other person or persons at
any time during the period of employment by the Company, whether
during working hours or any other time, which relate in any way to
the business or the type of business now or hereafter engaged in or
contemplated by the Company during the period of Employee’s
employment or which result from or may be suggested by any work
Employee does for the Company or at the Company’s request,
shall be the property of the Company. Additionally, all Proprietary
Information received by Employee during Employee’s employment
with the Company is the property of the Company. As used herein,
“Proprietary Information” shall mean any and all
proprietary property including but not limited to:





 




●

Strategies,
business plans, product development plans, marketing plans,
research and development, product developments, service
developments, processes, practices, customer information, vendor
information, sourcing data and strategies;








●

Financial
information, budgets, product pricing, and related
information;








●

Proprietary
systems, software, computer source and
object code;








●

Proprietary
equipment and information related thereto;








●

Trade secrets,
inventions, ideas, data, formulae, programs, other works of
authorship, know-how, improvements, discoveries, developments,
designs, and techniques;








●


Information regarding the skills and compensation of employees,
contractors, and any other service providers of the Company and its
affiliates; and








●


The existence of any business discussions, negotiations, or
agreements between the Company or its affiliates and any third
party.








b.

Employee shall
promptly disclose and assign such Proprietary Information to the
Company’s representatives and do all such acts, and execute
and deliver all such documents, as may be necessary to vest in the
Company the title to all such Proprietary Information and enable
the Company to properly prepare and prosecute any and all
applications for patents, trademarks or copyrights thereon as well
as all reissues, renewals and extensions thereof, so that the
Company shall be the sole and absolute owner of all right, title
and interest in said proprietary property. It is understood and
agreed that the words “which relate in any way to the
business or the type of business now or hereafter carried on or
contemplated by the Company” shall properly cover any
reasonable development or extension of the Company’s field of
operation. These obligations shall continue beyond the termination
or expiration of Employee’s employment with respect to
inventions, discoveries and developments conceived or made by
Employee during the period of employment and shall be binding on
Employee’s assigns, executors, heirs, administrators and
other legal representatives. Employee agrees that all
correspondence, drawings, reports, ideas, blueprints, manuals,
letters, notes, analyses, notebooks, reports, charts, programs,
proposals or any other documents concerning the Company’s
customers or products or processes, whether or not prepared by and
in the course of employment, alone or in conjunction with others,
is the property of the Company and upon termination or expiration
of employment for any reason, Employee shall promptly return to the
Company any such documents in Employee’s possession, custody
or control.





 



 







 





 




c.

Employee agrees
that Employee will not at any time during or after the termination
or expiration of employment, except as authorized or directed in
writing by the Company use for Employee’s own benefit or the
benefit of a third party, copy, reveal, divulge, or make known in
any manner to any person or firm the Propriety Information of the
Company or its affiliates.





 




d.

Employee also
represents and warrants that by accepting this employment and
performing services for the Company, Employee has not breached or
violated, and will not breach or violate, any contractual or legal
obligation that Employee may owe to any third party, including,
without limitation, any restrictive covenant (such as an agreement
not to compete or solicit), notice period, or other obligation that
Employee may owe to any current or former employer that may
restrict Employee’s ability to perform services for the
Company. Employee also agrees not to use or disclose to anyone any
confidential information Employee may be aware of through former
employment relationships. Employee shall indemnify and hold the
Company harmless against any financial losses, claims, damages, or
liabilities arising from any such impediment.





 


8. Trade
Secrets:

 




a.

Employee agrees
that Employee will not at any time during or after the termination
or expiration of employment, except as authorized or directed in
writing by the Company, use for Employee’s own benefit or the
benefit of a third party, copy, reveal, divulge, or make known in
any manner to any person or firm the Trade Secrets of the Company
or its affiliates.





 




b.

For purposes of
this Agreement, “Trade Secrets” shall mean the whole or
any portion of any information, formula, pattern, compilation,
program, device, method, technique, or process, that: (i) derives
independent economic value, actual or potential, from not being
generally known to the public or to other persons who can obtain
economic value from its disclosure or use; and (ii) is the subject
of efforts that are reasonable under the circumstances to maintain
its secrecy. Trade Secrets include any scientific, technical, or
commercial information, including any design, procedure, list of
suppliers, list of customers, business code, sales or installation
technique, or improvement thereof.





 




c.

Employee
understands that if, either during employment or thereafter,
Employee discloses to others, uses for Employee’s own benefit
or for the benefit of any person or entity other than the Company,
copies, or makes notes of any Trade Secrets, such conduct will
constitute a breach of the confidence and trust bestowed upon
Employee by the Company and will be a breach of this
Agreement.





 




d.

Pursuant to the
federal Defend Trade Secrets Act of 2016, Employee shall not be
held criminally or civilly liable under any federal or state trade
secret law for the disclosure of a trade secret that: (i) is made
in confidence to a federal, state, or local government official,
either directly or indirectly, or to an attorney solely for the
purpose of reporting or investigating a suspected violation of law;
or (ii) is made in a complaint or other document filed in a
lawsuit or other proceeding, if such filing is made under seal.
Moreover, if Employee files a lawsuit for retaliation by the
Company for reporting a suspected violation of law, Employee may
disclose a trade secret to Employee’s attorney and use the
trade secret information in the court proceeding; provided, however
that Employee: (i) shall file any document containing the trade
secret under seal; and (ii) shall not disclose the trade secret,
except pursuant to a court order.





 


9. Restrictions
on Activities:

 




a.

To protect the
Company’s Proprietary Information and other legitimate
business interests, Employee agrees that during my employment with
the Company whether full-time or part-time and for a period of
six-months after Employee’s last day of employment with the
Company, regardless of the reason for Employee’s separation
from employment, Employee will not directly or indirectly engage in
(whether as an employee, consultant, proprietor, partner, director
or otherwise), or have any ownership interest in, or participate in
the financing, operation, management or control of, any person,
firm, corporation or business that engages in a “Restricted
Business” in a “Restricted Territory” (as defined
below). It is agreed that ownership of (i) no more than one percent
(1%) of the outstanding voting stock of a publicly traded
corporation, or (ii) any stock Employee presently owns shall not
constitute a violation of this provision.





 




b.

“Restricted
Business” shall mean any business that is competitive in any
manner whatsoever with the business of the Company, as defined
below, including the design, development, marketing, or sales of
any service that was marketed, sold or under development by the
Company at any time during Employee’s employment with the
Company. The business of the Company includes, but is not limited
to: products and/or services in the infrared industry or another
line of products or services that the Company develops or provides
during Employee’s employment with the Company.





 




c.

“Restricted
Territory” shall mean any state, county, or locality in the
United States in which the Company conducts business and any other
country, city, state, jurisdiction, or territory in which the
Company does business. Employee acknowledges that the Company
conducts business through the Internet and other means of
electronic connectivity of information (“other electronic
means”), and that the scope of this provision is therefore
co-extensive with the scope of the Company’s business through
the Internet and other electronic means. Employee acknowledges that
the Company’s owners and affiliated partners are engaged in
the business of the Company throughout the United States. Employee
unequivocally agrees that the geographic scope of the noncompete is
reasonable in light of the geographically broad scope of doing
business through the Internet and other electronic
means.





 



 







 





 




d.

Employee recognizes
that the methods employed in Employer’s business are such as
would place Employee in a close business and personal relationship
with Employer’s clients. It is therefore agreed that in the
event of a termination of Employee’s employment with Employer
for any reason whatsoever, Employee will not, either during
Employee’s employment with Employer, or for a period of six
(6) months following the termination of Employee’s employment
for any reason, either directly or indirectly, on Employee’s
account, or as agent, stockholder, owner, employer, employee,
consultant or otherwise of some other entity, solicit any business
from the then clients of Employer with whom Employee had contact
within the last two (2) years of Employee’s employment with
Employer.





 




e.

Employee agrees
that Employee shall not, either during Employee’s employment
with Employer, or for the period of six (6) months after the
termination of Employee’s employment with Employer for any
reason, contact or approach, either directly or indirectly, any
current employee of Employer for the purpose of attempting to
solicit or actually soliciting or hiring that employee on
Employee’s own account, or on account of another entity that
provides products or services in competition with
Employer.





 




f.

In the event that
Employee violates any of the provisions of this Agreement, the
obligations contained in those provisions will run from the date on
which Employee ceased to be in violation of any such
provision.





 




g.

In the event that
Employee leaves the employ of Employer for any reason, Employee
hereby agrees to notify Employee’s new employer of
Employee’s obligations that are continuing under this
Agreement after the termination hereof. To enable Employer to
monitor Employee’s compliance with the obligations imposed by
this Agreement, Employee agrees to inform Employer at the time
Employee gives notice of Employee’s termination of
employment, of the identity of Employee’s new employer and of
Employee’s job title and responsibilities, and will continue
to so inform Employer, in writing, at any time Employee changes
employment during the six (6) months following termination of
Employee’s employment with Employer for any
reason.





 




h.

Employee
acknowledges and expressly agrees that the covenants contained in
this Section 9 of this Agreement are reasonably necessary to
protect valuable business interests of Employer. Employee
represents that Employee’s experience, capabilities, and
circumstances are such that these provisions will not prevent
Employee from earning a livelihood. Employee further agrees that
Employee has received valuable and adequate compensation in
exchange for entering into the restrictions set forth in this
Agreement.





 


10. Return
of Records: On termination of
employment, Employee shall deliver property of the Company in
Employee’s possession or under Employee’s control,
including without limitation, all records, notes, data, memoranda,
models, credit cards, office keys, security access cards,
identification cards and equipment of any nature.

 


11. Waiver
or Modification of Agreement: No waiver or
modification of this Agreement or of any covenant, condition, or
limitation herein contained shall be valid unless in writing and
duly executed by the party to be charged therewith. Furthermore, no
evidence of any modification or waiver shall be offered or received
as evidence in any proceeding, arbitration or litigation between
the parties arising out of or affecting this Agreement or the
rights or obligations of any party hereunder, unless such waiver or
modification is in writing, duly executed as aforesaid. The
provisions of this paragraph may not be waived except as herein set
forth.

 


12. Choice
of Law: This Agreement
and the performance hereunder and all suits, arbitrations, and
special proceedings hereunder shall be construed in accordance with
the laws of the State of Florida. In any action, special proceeding
or other proceeding that may be brought arising out of, in
connection with, or by reason of this Agreement, the laws of the
State of Florida shall be applicable and shall govern to the
exclusion of the law of any other forum, without regard to the
jurisdiction in which the action or special proceeding may be
instituted.

 


13. Binding
Effect of Agreement: This Agreement
shall be binding upon and inure to the benefit of the parties
hereto and their respective heirs, successors, assigns and legal
representatives.

 


14. Invalid
Provision; Severability: If a court
determines that any provision of this Agreement contains an invalid
or unenforceable restriction, the court is requested and authorized
to revise such provision to include the maximum restriction allowed
under applicable law. The invalidity or unenforceability of a
particular provision of this Agreement shall not affect the other
provisions hereto, and this Agreement shall be construed in all
respects as if such invalid or unenforceable provisions were
omitted. If any portion of this Agreement is void or deemed
unenforceable for any reason, the unenforceable portion will be
deemed severed from the remaining portions of this Agreement, which
will otherwise remain in full force.

 


15. Costs
of Enforcement: In the event
either party initiates action to enforce his, her or its rights
hereunder, each party will be responsible for their own expenses
incurred by enforcement of this section. Assignment: This Agreement shall be construed as a
contract for personal services by Employee to the Company and shall
not be assignable by Employee. This Agreement may be assigned by
the Company and is automatically assigned to its successor in
interest.

 




 







 





 



16. Injunctive
Relief: Employee
acknowledges and agrees that a remedy at law for any breach or
threatened breach of this Agreement would be inadequate, and
therefore, agrees that the Company shall be entitled to injunctive
relief, without posting bond or other security, in addition to any
other available rights and remedies in cases of any such breach or
threatened breach; provided, however, that nothing contained herein
shall be construed as prohibiting the Company from pursuing any
other rights and remedies available for any such breach or
threatened breach. Employee further agrees that if suit is
successfully brought to enforce this Agreement or to seek damages
for its breach or threatened breach, Employee will pay to the
Company, in addition to any other damages caused to the Company,
all attorneys’ fees incurred by the Company in seeking such
relief.

 


17. Waiver:
No failure of any party to exercise any power given such party
hereunder or to insist upon strict compliance by any party with its
obligations hereunder, and no custom or practice of the parties in
variance with the terms hereof shall constitute a waiver of the
parties’ rights to demand exact compliance with the terms
hereof.

  




18. Strict
Construction: This Agreement
was the joint, negotiated product of the parties. Therefore,
neither party shall advance a position that any provision hereof
should be more strictly construed against the other party on the
basis that such other party prepared such provision.

 


19. Cumulative
Rights: Unless otherwise
provided herein, all rights, powers and privileges conferred upon
the parties by law, this Agreement or otherwise shall be
cumulative.

 


20. Survival:
The provisions of this Agreement shall continue and survive the
closing hereof unless or until there is a completion and
fulfillment of all the conditions, covenants, and warranties
herein.

 


21. Counterparts:
This Agreement may be executed in one or more counterparts, each of
which shall be deemed an original, but all of which shall
constitute the same instrument.

 


22. Singular/Plural
Feminine/Masculine, Successors or Assigns: All references as
used herein shall include male and female, singular and plural, and
successors or assigns in the use of a corporation, partnership,
individual or entity in any place or places herein in which the
context may require or permit such substitution, substitutions, or
designations.

 


23. Complete
Agreement: This written
Agreement contains the sole and entire agreement between the
parties as to the matters contained herein and supersedes any and
all other agreements between them and any other document executed
by Employee as contemplated thereby. The parties acknowledge and
agree that neither of them has made any representation with respect
to such matters of this Agreement or any representations except as
are specifically set forth herein, and each party acknowledges that
Employee or it has relied on Employee’s or its own judgment
in entering into this Agreement. The parties further acknowledge
that statements or representations that may have been heretofore
made by either of them to the other are void and of no effect and
that neither of them has relied thereon in connection with
Employee’s or its dealing with the other.

 


24. Waiver
of Jury Trial. TO THE EXTENT
PERMITTED BY APPLICABLE LAW, THE COMPANY AND EMPLOYEE MUTUALLY,
KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHT TO A TRIAL BY JURY OF
ANY AND ALL CLAIMS MADE BETWEEN THEM UNDER THIS AGREEMENT, WHETHER
NOW EXISTING OR ARISING IN THE FUTURE, INCLUDING WITHOUT LIMITATION
ANY AND ALL CLAIMS ARISING FROM OR RELATED TO THE NEGOTIATION,
EXECUTION, BREACH AND/OR PERFORMANCE OF THIS AGREEMENT. BY DOING
SO, THE PARTIES ACKNOWLEDGE THAT ANY MATTER LITIGATED WOULD BE
HEARD ONLY BY A JUDGE.

 



 







 





 


IN
WITNESS WHEREOF, the parties have executed this Agreement as of the
date first set forth above.

 

 


“COMPANY”

 


LightPath
Technologies, Inc.

 


 


By: /s/ Shmuel Rubin

                                                       




Shmuel
Rubin                                 




Print
Name:

 


 


Title:
President & CEO


Date:
April 19, 2021

 

 


“EMPLOYEE”

 


/s/ Albert
Miranda                                            



 


EMPLOYEE
NAME

 


 

 


Date:
April 19, 2021