Exhibit 10.1
Application for confidential treatment for a portion of this document has been
submitted to the Securities and Exchange Commission pursuant to Rule 24b-2 under
the Securities Exchange Act of 1934.
This document omits the information
subject to the confidentiality request.
Omissions are designated by the symbol
"**".
A complete version of this document has been filed separately with the
Securities and Exchange Commission.
EMPLOYMENT AGREEMENT, INCLUDING AGREEMENT TO
ARBITRATE, NONCOMPETITION AGREEMENT AND
NONDISCLOSURE AGREEMENT
This Agreement is made and entered into on April 12, 2007 (effective as of
January 1, 2007), by and between William D. Albers ("Employee") and Heeling
Sports Limited, a Texas limited partnership (the "Company").
R E C I T A L S
A.
EMPLOYEE IS CURRENTLY SERVING AS VICE PRESIDENT - SOURCING OF THE
COMPANY.
B.
IN THE COURSE OF EMPLOYEE'S EMPLOYMENT WITH THE COMPANY, EMPLOYEE
HAS AND WILL CONTINUE TO GAIN ACCESS TO CONFIDENTIAL INFORMATION, AS HEREINAFTER
DEFINED, RELATING TO THE BUSINESS OF THE COMPANY.
C.
COMPANY AND EMPLOYEE DESIRE A SPEEDY, ECONOMICAL AND IMPARTIAL
DISPUTE RESOLUTION PROCEDURE.
D.
EMPLOYEE'S PERFORMANCE OF SERVICES TO THE COMPANY MAY RESULT IN
DISCOVERIES, AS HEREINAFTER DEFINED.
E.
THE PARTIES HERETO DESIRE TO ENTER INTO THIS AGREEMENT IN ORDER
TO SET FORTH THE RESPECTIVE RIGHTS, LIMITATIONS AND OBLIGATIONS OF BOTH THE
COMPANY AND EMPLOYEE WITH RESPECT TO EMPLOYEE'S EMPLOYMENT WITH THE COMPANY, THE
CONFIDENTIAL INFORMATION, THE DISCOVERIES, ARBITRATION AND THE OTHER MATTERS SET
FORTH HEREIN.
NOW, THEREFORE, in consideration of the employment of Employee by the Company,
the compensation paid to Employee, and the Company continuing to provide
Confidential Information to Employee, as well as the other mutual promises
hereinafter contained, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1.
EMPLOYMENT.
THE COMPANY AGREES TO CONTINUE TO EMPLOY EMPLOYEE
AND EMPLOYEE HEREBY ACCEPTS SUCH CONTINUED EMPLOYMENT FROM THE COMPANY UPON THE
TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT FOR THE PERIOD BEGINNING ON THE
DATE EMPLOYEE BECAME EMPLOYED BY THE COMPANY AND CONTINUING THROUGH DECEMBER 31,
2007 ("EMPLOYMENT PERIOD") WHICH SHALL BE AUTOMATICALLY RENEWABLE IN ONE YEAR
INCREMENTS AT THE END OF SUCH PERIOD AND EACH ANNIVERSARY DATE THEREAFTER,
UNLESS TERMINATED BY EITHER PARTY IN WRITING AT LEAST 90 DAYS PRIOR TO THE END
OF SUCH TERM OR TERMINATED EARLIER IN ACCORDANCE WITH SECTION 5 HEREOF.
2.
SERVICES.
DURING THE EMPLOYMENT PERIOD, EMPLOYEE WILL RENDER THE
SERVICES TO THE COMPANY AS VICE PRESIDENT - SOURCING, AND/OR SUCH
1
OTHER POSITION AS AGREED TO BY THE BOARD OF DIRECTORS AND EMPLOYEE.
EMPLOYEE
COVENANTS THAT HE WILL DEVOTE HIS BEST EFFORTS, KNOWLEDGE, SKILL AND ENTIRE
PRODUCTIVE TIME AND ATTENTION (EXCEPT FOR VACATION OR OTHER LEAVE PERIODS) TO
THE BUSINESS OF THE COMPANY AND WILL FAITHFULLY AND DILIGENTLY CARRY OUT SUCH
DUTIES AND HAVE SUCH RESPONSIBILITIES AS ARE CUSTOMARY FOR PERSONS EMPLOYED IN A
SUBSTANTIALLY SIMILAR CAPACITY FOR SIMILAR COMPANIES.
EMPLOYEE SHALL ALSO USE
HIS BEST EFFORTS TO INITIATE, PRESERVE AND MAINTAIN THE FAVORABLE RELATIONSHIPS
OF THE COMPANY WITH ITS CUSTOMERS,