Employment Agreement, dated December 30, 2020, between Lakeland Industries, Inc. and Steven L. Harvey

 

 

 

 

 

 

The purpose of this letter is to confirm your employment with Lakeland Industries, Inc. on the following terms and conditions:

 

 

 

 

The term of the Agreement shall be for a 24 month period, from the Effective Date through and including January 3, 2023 (the “Initial Term”); provided, however, that the term of this Agreement shall automatically be extended for an additional 12 month period (an “Additional Term”; each Additional Term and the Initial Term shall be each referred to as a “Term”) unless either party shall provide written notice 90 days prior to the termination of the applicable Term.

 

 

You shall be employed in the capacity of Executive Vice President, Sales and Marketing, of Lakeland Industries, Inc. (“Your Position”) with such responsibilities and duties as may be assigned to you from time to time by the Company. You acknowledge and agree that these responsibilities and duties, together with the proprietary information to which you will have access in this role, makes you uniquely essential to the Company’s management, organization, or services.

 

You agree to devote your full time and attention and best efforts to the faithful and diligent performance of your duties to the Company and shall serve and further the best interests and enhance the reputation of the Company to the best of your ability.

 

 

As full compensation for your services, you shall receive the following from the Company:

 

 

 

 

 

 

 

 

 

 

 

During your employment with the Company and for one year thereafter, you shall not, either directly or indirectly, as an agent, employee, partner, stockholder, director, investor or otherwise, engage in a business that carries on a like business to the business conducted by the Company, in the market areas in which the Company generates sales.  You shall also abide by the Code of Ethics and other corporate governance rules of the Company.  You shall disclose prior to the execution of this Agreement (or later on as the case may be) all business relationships you presently have or contemplate entering into or enter into in the future that might affect your responsibilities or loyalties to the Company.

 

During your employment with the Company and for one year thereafter, you shall not, directly or indirectly, hire, offer to hire or otherwise solicit the employment or services of, any employee of the Company on behalf of yourself or any other person, firm or entity.

 

Except as may be required to perform your duties on behalf of the Company, you agree that during your employment with the Company and for a period of one year thereafter, you shall not, directly or indirectly, solicit, service, or accept business from any customers of the Company, on your own behalf or on behalf of any other person, firm or entity that carries on a like business to the business conducted by the Company.

 

 

Except as required in your duties to the Company, you shall not at any time during or after your employment, directly or indirectly, use or disclose any confidential or proprietary information relating to the Company or its business or customers which is disclosed to you or known by you as a consequence of or through your employment by the Company and which is not otherwise generally obtainable by the public at large. Confidential or proprietary information includes, but is not limited to, commercial relationships or contacts with specific or existing vendors, contractors, suppliers or clients; pricing information and methodology; compensation; customer lists; customer data and information; mailing lists and prospective customer information; financial and investment information; management and marketing plans; business strategy, technique and methodology; business models and data; processes and procedures; and Company provided files, software, code, reports, documents, manuals and forms used in the business which are treated as confidential to the business entity, in whatever medium provided or preserved, such as in writing or stored electronically.

 

 

 

 

 

 

 

You or the Company may terminate your employment prior to the end of the Term upon written notice to the other party in accordance with the following provisions:

 

 

 

 

 

You shall be deemed to be “totally disabled” if you are unable, for any reason, to perform any of your duties and obligations to the Company, with or without a reasonable accommodation, for a period of 90 consecutive days or for periods aggregating 120 days in any period of 180 consecutive days.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notwithstanding the foregoing, a Change in Control shall not include any event, circumstance or transaction that results from an action of any Person or group which includes, is affiliated with or is wholly or partly controlled by one or more executive officers of the Company and in which you participate directly or actively (other than a renegotiation of your employment arrangements or in your capacity as an employee of the Company or any successor entity thereto or to the business of the Company).

 

 

Any notices required to be given under this Agreement shall, unless otherwise agreed to by you and the Company, be in writing and by certified mail, return receipt requested and mailed to the Company at its offices at 202 Pride Lane SW, Decatur, Alabama 35603, or to you at your home address at 1015 Campo Ct., Union, Kentucky, 41091, or at such other address as may be provided by the Company or you.

 

 

The rights and obligations of the Company under this Agreement shall inure to the benefit of and shall be binding upon the successors of the Company.  This Agreement may not be assigned by the Company unless the assignee or successor (as the case may be) expressly assumes the Company’s obligations hereunder in writing.  In the event of a successor to the Company or the assignment of the Agreement, the term “Company” as used herein shall include any such successor or assignee.

 

 

No waiver or modification in whole or in part of this Agreement or any term or condition hereof shall be effective against any party unless in writing and duly signed by the party sought to be bound.  Any waiver of any breach of any provision hereof or right or power by any party on one occasion shall not be construed as a waiver of or a bar to the exercise of such right or power on any other occasion or as a waiver of any subsequent breach.

 

 

 

Any provision of this Agreement which is unenforceable or invalid in any respect in any jurisdiction shall be ineffective in such jurisdiction to the extent that it is unenforceable or invalid without effecting the remaining provisions hereof, which shall continue in full force and effect.  The unenforceability or invalidity of any provision of the Agreement in one jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

 

 

This Agreement shall be interpreted and construed in accordance with the laws of the State of Delaware without regard to its choice of law principles.  Any dispute, controversy or claim of any kind arising under, in connection with, or relating to this Agreement or yo ur employment with the Company shall be resolved exclusively by binding arbitration.  Such arbitration shall be conducted in Decatur, Alabama, in accordance with the rules of the American Arbitration Association (“AAA”) then in effect.  The costs of the arbitration (fees to the AAA and for the arbitrator(s)) shall be shared equally by the parties, subject to apportionment or shifting in the arbitration award.  In addition, the prevailing party in arbitration shall be entitled to reimbursement by the other party for its reasonable attorney’s fees incurred.  Judgment may be entered on the arbitration award in any court of competent jurisdiction. You also agree that the forum for any lawsuit arising in whole or part from this Agreement is a court of competent jurisdiction sitting in Morgan County, Alabama.

 

 

 

 

The headings contained in this Agreement are for convenience only and shall not effect, restrict or modify the interpretation of this Agreement.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commission pay will be calculated based on a target commission rate determined by dividing Annual Target commission of $125,000 by the mutually agreed Annual Sales Target (which shall be based on the Annual Operating Plan prepared by Lakeland management and approved by the Board of Directors). For creditable sales in excess of the Annual Sales Target up to 120% of the Annual Sales Target, the commission rate will be 112% of the target commission rate. For creditable sales in excess of 120% of the Annual Sales Target, the commission rate will be 120% of the target commission rate. Upon achievement of the Annual Sales Target, you will also be paid a one-time commission bonus of $40,000 in the immediately following commission payment

 

 

 

 

 

 

 

 

 

IN CONSIDERATION OF good and valuable consideration, the receipt of which is hereby acknowledged, and in consideration of the terms and conditions contained in the Employment Agreement, effective as of January 4, 2021 (the “Agreement”), by and between Steven L. Harvey (the “Executive”) and Lakeland Industries, Inc. (the “Company”), the Executive on behalf of himself and his heirs, executors, administrators, assigns, attorneys, successors, and assigns, knowingly and voluntarily, hereby waives, remits, releases and forever discharges the Company and its past, present and future subsidiaries, divisions, affiliates and parents, and all of their respective current and former officers, directors, stockholders, employees, agents, attorneys, lenders, and/or owners, and their respective successors, and assigns and any other person or entity claimed to be jointly or severally liable with the Company or any of the aforementioned persons or entities, both individually and in their business capacities, and their employee benefit plans and programs and their administrators and fiduciaries (the “Released Parties”) of and from any and all manner of actions and causes of action, suits, debts, dues, accounts, bonds, covenants, contracts, agreements, judgments, charges, claims, complaints, damages, demands, and obligations of any other nature whatsoever, past or present, known or unknown (“Losses”) which the Executive and his heirs, executors, administrators, and assigns have, had, or may hereafter have, against the Released Parties or any of them arising out of or by reason of any cause, matter, or thing whatsoever from the beginning of the world to the date hereof.

 

This release includes, but is not limited to, Losses arising out of or relating to the Executive’s employment by the Company and the cessation thereof, and any and all matters arising under any federal, state, or local statute, rule, or regulation, or principle of contract law or common law relating to the Executive’s employment by the Company and the cessation thereof, including, but not limited to, the Family and Medical Leave Act of 1993, as amended, 29 U.S.C. §§ 2601 et seq., Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. §§ 2000 et seq., the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. §§ 621 et seq. (the “ADEA”), the Older Workers Benefit Protection Act (“OWBPA”), the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. §§ 12101 et seq., the Worker Adjustment and Retraining Notification Act of 1988, as amended, 29 U.S.C. §§2101 et seq., the Employee Retirement Income Security Act of 1974, as amended, 29 U.S.C. §§ 1001 et seq., any applicable state or local law or regulation relating to employment, and any claim for or obligation to pay for attorneys’ fees, costs, fees, or other expenses. It is understood that nothing in this general release is to be construed as an admission on behalf of the Released Parties of any wrongdoing with respect to the Executive, any such wrongdoing being expressly denied.

 

The Executive does not release or discharge the Released Parties from (i) any rights to any payments, benefits or reimbursements due to the Executive under the Agreement; or (ii) any rights to any vested benefits due to the Executive under any employee benefit plans sponsored or maintained by the Company. 

 

This release also bars any and all claims for future damages allegedly arising from the alleged continuation of the effect of any past action, omission or event, except nothing herein waives Executive’s rights to enforce this Agreement.

 

 

The Executive and the Company acknowledge that nothing in this Agreement limits or affects either party’s right, where applicable, to file or participate in an investigative proceeding conducted by the Equal Employment Opportunity Commission (“EEOC”), or any federal, state or local government agency. However, to the maximum extent permitted by law, the Executive agrees that if such an administrative claim is made, the Executive agrees to release, waive, relinquish and forego all legal relief, equitable relief, statutory relief, reinstatement, back pay, front pay and any other damages, benefits, remedies, or relief that Executive may be entitled to as a result of any prosecution of any administrative agency claim or commission charge, and the Executive shall not be entitled to recover any individual monetary award or relief or other individual remedies. Rights not waivable by law are not waived by this Agreement.

 

The Executive represents and warrants that he fully understands the terms of this General Release, that he has been encouraged to seek, and has sought, the benefit of advice of legal counsel, and that he knowingly and voluntarily, of his own free will, without any duress, being fully informed, and after due deliberation, accepts its terms and signs below as his own free act. Except as otherwise provided herein, the Executive understands that as a result of executing this General Release, he will not have the right to assert that the Company or any other of the Released Parties unlawfully terminated his employment or violated any of his rights in connection with his employment or otherwise.

 

If Executive is 40 years of age or older, be advised that Executive has or may have specific rights and/or claims under the Age Discrimination in Employment Act of 1967 (“ADEA”) and Executive agrees that in consideration for the Severance Payment, he specifically and voluntarily waives such rights and/or claims under the ADEA which he might have against the Releasees to the extent such rights and/or claims arose prior to the date this Agreement was executed. Executive understands that rights and/or claims under the ADEA which may arise after the date this Agreement is executed are not waived by him.

 

By signing this General Release, the Executive does not release: (i) any right he may have to challenge the validity of this General Release under the ADEA or the OWBPA; or (ii) his right to enforce this General Release.

 

Executive hereby affirms and acknowledges the following:

 

 

 

 

 

 

 

The Executive may take 21 days to consider whether to execute this General Release.  Upon the Executive’s execution of this general release, the Executive will have 7 days after such execution in which he may revoke such execution. For such a revocation to be effective, it must be delivered so that the undersigned person receives it in-hand or via fax on or before the expiration of the 7 day revocation period. This Agreement shall become effective on the first day following the expiration of the 7 day revocation period.