EXHIBIT 10.1
EMPLOYMENT AGREEMENT
THIS AGREEMENT, made as of this 27th day of February, 2007, is between Orleans
Homebuilders, Inc., a Delaware corporation with offices at 3333 Street Road, One
Greenwood Square, Bensalem, Pennsylvania
19020 (hereinafter the "Company" or
"Orleans"), and Garry Herdler, an individual (hereinafter called "Employee").
BACKGROUND
The Company desires to employ Employee as Executive Vice President and Chief
Financial Officer, and Employee desires to be so employed on the terms and
conditions contained in this Agreement.
NOW THEREFORE, in consideration of the promises and the mutual covenants and
agreements contained herein, and intending to be legally bound hereby, the
parties hereto agree as follows:
SECTION 1.
CAPACITY AND DUTIES
1.1
EMPLOYMENT:
ACCEPTANCE OF EMPLOYMENT.
THE COMPANY EMPLOYS
EMPLOYEE, AND EMPLOYEE ACCEPTS EMPLOYMENT BY THE COMPANY, UPON THE TERMS AND
CONDITIONS HEREINAFTER SET FORTH.
THE EFFECTIVE DATE OF SUCH EMPLOYMENT (THE
"EFFECTIVE DATE") IS FEBRUARY 27, 2007.
THE TERM OF EMPLOYEE'S EMPLOYMENT
HEREUNDER (THE "TERM") SHALL COMMENCE ON THE EFFECTIVE DATE AND CONTINUE
THEREAFTER UNTIL THIS AGREEMENT IS TERMINATED IN ACCORDANCE WITH SECTION 3
BELOW.
IN THE EVENT THAT EMPLOYEE FAILS TO COMMENCE PROVIDING SERVICES TO THE
COMPANY ON THE EFFECTIVE DATE OR WITHIN FOURTEEN (14) DAYS THEREAFTER, THIS
AGREEMENT WILL AUTOMATICALLY TERMINATE ON THIS LATTER DATE AND, UPON SUCH
TERMINATION, NEITHER PARTY SHALL HAVE ANY LIABILITY OR OBLIGATION TO THE OTHER
UNDER THIS AGREEMENT.
1.2
CAPACITY AND DUTIES.
(A)
EMPLOYEE SHALL BE EMPLOYED BY THE COMPANY AS EXECUTIVE VICE
PRESIDENT AND CHIEF FINANCIAL OFFICER, AND, SUBJECT TO THE SUPERVISION AND
CONTROL OF ORLEANS' PRESIDENT , AGREES TO PERFORM (AND SHALL HAVE THE RIGHT AND
AUTHORITY TO PERFORM) SUCH DUTIES AND RESPONSIBILITIES NORMALLY ASSOCIATED WITH
THE POSITION OF EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER AND AS MAY
BE ASSIGNED TO EMPLOYEE FROM TIME TO TIME BY ORLEANS' PRESIDENT (THE
"PRESIDENT").
EMPLOYEE IS REQUIRED TO WORK THOSE BUSINESS HOURS CUSTOMARILY
NECESSARY TO PERFORM PROPERLY SUCH DUTIES AND RESPONSIBILITIES NORMALLY
ASSOCIATED WITH THE POSITION OF EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL
OFFICER AND AS MAY BE ASSIGNED TO EMPLOYEE FROM TIME TO TIME BY THE PRESIDENT .
THE EMPLOYEE SHALL REPORT EXCLUSIVELY TO THE PRESIDENT.
(B)
DURING HIS EMPLOYMENT HEREUNDER, EMPLOYEE SHALL DEVOTE HIS FULL
WORKING TIME, ENERGY, SKILL AND REASONABLE BEST EFFORTS TO THE PERFORMANCE OF
HIS DUTIES HEREUNDER AND SHALL NOT BE EMPLOYED BY OR PARTICIPATE OR ENGAGE IN OR
TAKE PART IN ANY MANNER IN THE
MANAGEMENT OR OPERATION OF ANY BUSINESS ENTERPRISE OR PURSUIT OTHER THAN THE
COMPANY AND ITS AFFILIATES.
FOR PURPOSES OF THIS AGREEMENT, "AFFILIATE" MEANS
ANY PERSON OR ENTITY CONTROLLING, CONTROLLED BY OR UNDER COMMON CONTROL WITH THE
COMPANY.
"CONTROL", AS USED HEREIN, MEANS THE POWER TO DIRECT MANAGEMENT AND
POLICIES OF A PERSON OR ENTITY, DIRECTLY OR INDIRECTLY, WHETHER THROUGH THE
OWNERSHIP OF VOTING SECURITIES, BY CONTRACT OR OTHERWISE.
NOTWITHSTANDING THE
FOREGOING, IT SHALL NOT BE A VIOLATION OF THIS AGREEMENT FOR EMPLOYEE TO SERVE
ON CHARITABLE, INDUSTRY ASSOCIATION, CIVIL OR CORPORATE BOARDS OR COMMITTEES OR
PERFORM OTHER SIMILAR ACTIVITIES,