Exhibit 10.10
BONUS AGREEMENT
THIS BONUS AGREEMENT (this "Agreement") is made and entered into effective as of
December 27, 2005, by and between Tuesday Morning Partners, Ltd., a Texas
limited partnership (the "Partnership"), and John F. Reeves, a resident of the
State of Texas ("Executive").
RECITALS:
WHEREAS, Executive currently performs duties and has responsibilities to the
Partnership as a key employee; and
WHEREAS, the Partnership desires to encourage Executive to remain in the employ
of the Partnership, and to grant Executive the opportunity to earn a bonus based
upon such continuation of employment and substantial services with the
Partnership.
NOW THEREFORE, in consideration of the mutual promises and agreements contained
herein and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Partnership and Executive,
intending to be legally bound, agree as follows:
1.
TERM.
SUBJECT TO PARAGRAPH 2.2 BELOW, THIS AGREEMENT SHALL
COMMENCE UPON THE DATE HEREOF AND SHALL TERMINATE UPON THE FULL SATISFACTION OF
ALL BONUS PAYMENT (AS HEREINAFTER DEFINED) OBLIGATIONS UNDER THIS AGREEMENT.
2.
BONUS PAYMENTS.
2.1
UPON THE EXECUTION OF THIS AGREEMENT BY THE PARTNERSHIP AND
EXECUTIVE, THE PARTNERSHIP SHALL PAY EXECUTIVE A CASH BONUS OF $22,161.00 AS AN
INDUCEMENT TO SIGN THIS AGREEMENT.
SUBJECT TO PARAGRAPH 2.2 BELOW, EXECUTIVE
ALSO SHALL BE ENTITLED TO THE PAYMENT OF A CASH BONUS ON EACH DAY DESIGNATED ON
SCHEDULE A ATTACHED HERETO (EACH A "PAYMENT DATE"), IN THE AMOUNT DESIGNATED TO
THE RIGHT OF EACH PAYMENT DATE ON SCHEDULE A ATTACHED HERETO (EACH A "BONUS
PAYMENT"); PROVIDED, HOWEVER, EXECUTIVE SHALL NOT BE ENTITLED TO ANY BONUS
PAYMENT IF HE IS NOT, FOR ANY REASON, A FULL-TIME EMPLOYEE OF THE PARTNERSHIP ON
THE RELEVANT PAYMENT DATE.
EACH BONUS PAYMENT SHALL BE PAID TO EXECUTIVE WITHIN
FIVE (5) BUSINESS DAYS AFTER THE APPLICABLE PAYMENT DATE.
2.2
NOTWITHSTANDING ANY PROVISIONS TO THE CONTRARY CONTAINED HEREIN,
THIS AGREEMENT SHALL TERMINATE AND NO ADDITIONAL UNEARNED BONUS PAYMENTS SHALL
BE PAID TO EXECUTIVE UPON THE OCCURRENCE OF ANY OF THE FOLLOWING EVENTS:
(I)
EXECUTIVE'S DEATH, (II) EXECUTIVE'S RESIGNATION AS AN EMPLOYEE OF THE
PARTNERSHIP FOR ANY REASON, (II) RECEIPT BY EXECUTIVE OF WRITTEN NOTICE FROM THE
PARTNERSHIP THAT EXECUTIVE IS BEING TERMINATED FOR ANY REASON OR (IV)
EXECUTIVE'S DISABILITY (AS HEREINAFTER DEFINED).
FOR PURPOSES OF THIS
AGREEMENT, "DISABILITY" SHALL MEAN THE EXECUTIVE'S INABILITY TO PERFORM HIS
DUTIES, OBLIGATIONS, AND THE ESSENTIAL FUNCTIONS OF HIS POSITION, WITH OR
WITHOUT REASONABLE ACCOMMODATIONS, FOR A PERIOD OF 90 CONSECUTIVE DAYS DUE TO
MENTAL OR PHYSICAL INCAPACITY AS DETERMINED BY THE CHIEF FINANCIAL OFFICER OF
DAYS OF THE WEEK, INC., A
DELAWARE CORPORATION AND THE GENERAL PARTNER OF THE PARTNERSHIP (THE "GENERAL
PARTNER"), BASED ON THE ADVICE OF A PHYSICIAN, IF THE CHIEF FINANCIAL OFFICER OF
THE GENERAL PARTNER DETERMINES THAT SUCH ADVICE IS NECESSARY OR ADVISABLE TO
MAKE A DETERMINATION OF "DISABILITY."
2.3
IN ADDITION TO THE PAYMENTS ENUMERATED ON SCHEDULE A ATTACHED
HERETO, EXECUTIVE MAY BE PAID ADDITIONAL BONUSES BASED UPON, AMONG OTHER THINGS,
EXECUTIVE'S JOB PERFORMANCE AND THE