EMPLOYMENT AGREEMENT

 

A.

If during the first (1st) year severance pay in an amount equal to Akam’s first year salary;

 

 

B.

If during the second (2nd) year severance pay in an amount equal to nine (9) months of Akam’s then current salary;

 

 

C.

If during the third (3rd) year severance pay in an amount equal to six (6) months of Akam’s then current salary; and,

 

 

D.

If during any year thereafter severance pay in an amount equal to three (3) months of Akam’s then current salary.

 

 

3)

Conviction of or entrance of a plea of guilty or no contest to a felony or other crime which has or may have a material adverse effect on Akam’s ability to carry out Akam’s duties under the Agreement or upon American’s reputation.

 

 

4)

Conduct involving moral turpitude.

 

 

5)

Gross insubordination or repeated insubordination after written warning by American.

 

 

6)

Unauthorized disclosure by Akam of American  confidences.

 

 

7)

Material and continuing failure by Akam  to perform Akam’s duties as described above in a quality and professional manner for a period of at least thirty (30) days after written warning by American.

 

 

8)

If an injunction or any other court order or judgment is rendered against Akam by a court of competent jurisdiction or arbitrator upholding the provisions of the “Confidentiality, Noncompetition, Nonsolicitation/Nonacceptance Agreement” signed by Akam on September 10, 2012 or American is made party to any proceeding in connection with the “Confidentiality, Noncompetition, Nonsolicitation/Nonacceptance Agreement” signed by Akam on September 10, 2012.  Nonsolicitation/Nonacceptance Agreement” signed by Akam on September 10, 2012.

 

1)

For the first (1st) six (6) pay periods – FOUR THOUSAND AND NO/100 ($4,000.00) DOLLARS paid on a  bi-weekly basis ; and,

 

 

2)

For the next twenty (20) pay periods, unless ameneded by mutual agreement – SIX THOUSAND THREE AND NO/100 ($6,300.00) DOLLARS paid on a bi-weekly basis.  Thereafter yearly salary shall be paid in equal installments based upon the bi-weekly pay period schedule.

 

I)

Stock Grant:

 

A)

Compete or attempt to Compete with the Restrictive Business (as defined below) within a five (5) mile radius of any restaurant location franchised or operated by American as of the date of any purported breach of this provision.

 

 

B)

Induce or attempt to persuade any employee, agent, manager or director of American, who is employed or engaged by American  as of the date of any purported breach of this provision with respect to a purported breach occurring during the term of the Agreement and otherwise as of the termination of the Agreement, to terminate such employment or other relationship in order to enter into any relationship with Akam, any business organization in which Akam  is a participant in any capacity whatsoever, or any other business or organization in competition with American’s business.

 

C)

Use or disclose the Confidential Information (as defined below); provided, however, that Akam may use or disclose the Confidential Information (i) in connection with a dispute between American  and Akam, or (ii) pursuant to a civil investigative order or subpoena or when otherwise required by judicial or administrative process, provided that if any disclosure of the Confidential Information is required of Akam pursuant to a civil investigative order or a subpoena or by judicial or administrative process, then Akam shall provide American  with prompt notice so that American  may seek a protective order or other appropriate remedy and/or waive compliance with the provisions of the Agreement.

 

 

A)

“Restrictive Business” shall mean the operation of a restaurant in any capacity whatsoever, whether individually or in an entity of whatever nature or kind; whose main menu item, focus and prominent product are chicken wings of whatever nature.

 

B)

“Confidential Information” means any data and information that is owned by or developed or prepared by, or on behalf of American, whether embodied in writing or other physical form or communicated or disclosed in any other manner, and that is used by American  in connection with American’s business that (i) has value to American due to or as a result of the fact that it is not generally known by American’s competitors; and (ii) which is treated by American  as confidential and is subject to reasonable efforts by American  to maintain such secrecy and confidentiality.  Assuming these criteria are met, Confidential Information may include, without limitation, information relating to the financial affairs, trade secrets, products, employees, processes, recipes, business and marketing plans, methods, techniques and other proprietary information relating to the business of American.  Notwithstanding the foregoing, Confidential Information shall not include any data or information (i) that has voluntarily been disclosed to the public by American or has become generally known to the public (except where public disclosure has been made after the date hereof by or through Akam or by a third person or entity at the direction of Akam in violation of the Agreement); or (ii) that otherwise enters the public domain through lawful means.

 

A)

American  at the address shown above; and

 

 

B)

Akam  at the address shown above.

 

AMERICAN:

AMERICAN RESTAURANT CONCEPTS, INC.

   /s/ Fred Alexander

BY: FRED ALEXANDER,

DATE:

   1/22/2013

AKAM:

   /s/ Richard W. Akam

RICHARD W. AKAM

DATE:

   1/22/2013