LIVEVOX, INC. EMPLOYMENT AGREEMENT
This Employment Agreement, dated November 17, 2009, between LiveVox, Inc. (the Company) and Erik Fowler (the Employee), is effective on the Date of Hire (as hereinafter defined) and continues throughout the duration of employment and may, as specified in this contract and Addendum A, survive this Agreement.
For good consideration, the Company employs the Employee on the following terms and conditions:
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Term of Employment. Subject to the provisions for termination set forth below, the Agreement will begin on December 1, 2009 (the Date of Hire). This offer for employment is contingent upon successful completion of a background check and employment and education verification.
(a) Salary. As compensation for the complete and satisfactory performance by the Employee of the services to be performed by the Employee hereunder during the term of employment, the Company shall pay the Employee a base salary at the annual rate of One Hundred Forty Thousand Dollars ($140,000) (said amount, together with any increases thereto as may be determined from time to time by the Board of Directors of the Company (the Board) in its sole discretion, being hereinafter referred to as Salary). Arty Salary payable hereunder shall be paid on a semi-monthly basis or, at the discretion of the Company, in regular intervals in accordance with the Companys payroll practices from time to time in effect.
(b) Commission. In addition, Employee shall receive a monthly commission (Commission) payment in an amount equal to one percent (1%) of monthly revenues in excess of the average monthly revenue for calendar year 2009, Commissions will be earned commencing with revenues generated from January 1, 2010 onward. The Company shall determine, in its sole discretion, the Commission amount for the calendar years subsequent to 2010. All accounts and clients are the possession of the Company, and the Company may decide to make changes to account responsibility as it sees fit.
(c) Options. Subject to approval of the Board (which is anticipated), the Company will grant the Employee options (the Options) to purchase up to 50,000 shares of Common Stock, $0.01 par value, of the Company at a purchase price of not more than. $0.56 per share, which options shall vest annually in thirty-three percent increments over a three-year period with the first thirty three percent vesting on the first anniversary of the Date of Hire, all as provided in and subject to the terms of a Stock Option Agreement to be executed between the Company and the Employee.
(d) Bonus. The Employee shall be entitled to receive a one-time bonus equal to $11,000 (Signing Bonus), payable on the Companys next payroll date immediately following the date of hire; provided, however, that in the event that Employee terminates his employment with the Company for any reason prior to the first anniversary of the Date of Hire, then Employee shall repay the full amount of the Signing Bonus within two (2) business days of such termination.
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Duties and Position. The Company hires the Employee in the capacity of Vice President of Sales. The Employees duties may be reasonably modified at the Companys discretion from time to time.
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Employee to Devote Full Time to Company. The Employee will devote his/her full time, attention and energies to the business of the Company, and, during this employment, will not engage in any other professional activity, regardless of whether such activity is pursued for profit, gain or other pecuniary advantage. The Employee is not prohibited from making personal investments in any other businesses provided those investments do not require active involvement in the operation of said companies.
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Termination of Agreement. The Employees employment hereunder is at will and the Company, with or without cause, may terminate this Agreement for any reason at any time by written notice to the Employee.
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Confidential or Proprietary Information. The Employee agrees that the Companys customer lists, processes, manufacturing techniques, sales materials, business models, financial forecast, research, software, marketing plans, and pricing information constitute the sole and exclusive property of the Company, and that same are trade secrets under the law, The Employee agrees, during or after the term of this employment, not to reveal confidential information, or trade secrets to any person, firm, corporation or entity. Should the Employee reveal or threaten to reveal this information, the Company shall be entitled to an injunction restraining the Employee from disclosing same, or from rendering any services to any entity to whom said information has been or is threatened to be disclosed, The right to secure an injunction is not exclusive, and the Company may pursue any other remedies it has against the Employee for a breach or threatened breach of this condition, including the recovery from the Employee of compensatory and punitive damages, and reimbursement for counsel fees.
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