Circuit City 1997 Annual Report Download - page 46

EMPLOYMENT AGREEMENT
AGREEMENT, made as of the 19th day of December, 1997, by and among Global DirectMail Corp (the "Company" or "Global") and Steven
M. Goldschein (the "Employee").
RECITALS
The Company wishes to employ the Employee upon the terms and conditions set forth in this Agreement.
The Employee is willing to make his services available to the Company on the terms and conditions hereinafter set forth.
NOW, THEREFORE, it is mutually agreed as follows:
1. EMPLOYMENT.
(a) TITLE. The Company hereby agrees to employ the Employee, as Senior Vice President and Chief Financial Officer of the Company, and
the Employee hereby accepts such employment, effective on the date hereof, on the terms and conditions set forth herein. In addition to such
other duties as may be determined by the Board of Directors of the Company, consistent with the duties stated herein, the Employee shall have
general responsibility for managing the financial affairs of the Company, subject to the authority and direction of the Chief Executive Officer
and the Board of Directors. The Employee shall perform his duties primarily at the Company's offices located in Port Washington, New York
subject to travel and other duties outside of such location consistent with the Company's business as the Board of Directors shall reasonably
determine.
(b) TERM. The term of employment of the Employee by the Company under this Agreement shall commence on January 5, 1998 and shall
continue for a period of two (2) years (the initial "Employment Period"), unless earlier terminated as provided in Section 4 hereof. This
agreement shall thereafter continue from year to year unless terminated by either party by written notice to the other party at least ninety days
prior to the end of the then current yearly Employment Period.
(c) DUTIES. In performing his duties. the Employee shall report to the Chief Executive Officer and Board of Directors and shall be subject to
the direction of the Chief Executive Officer and Board of Directors of the Company. The Employee shall devote his full working time.
attention and skill to the business and affairs of the Company and shall use his best efforts to advance the best interests of the Company.
2. COMPENSATION.
(a) BASE SALARY. For the performance of all duties, responsibilities and services by the Employee hereunder during the Employment
Period, the Company shall pay to the Employee, and the Employee agrees to accept, a base salary (the "Base Salary' ) at an annual rate of Three
Hundred and Ten Thousand Dollars ($310,000), payable in accordance with the Company's normal payroll practices. In addition, Employee
shall be entitled to receive a bonus during the first year of the Employment Period in an amount up to Seventy Five Thousand Dollars
($75,000) (the "Bonus") contingent upon the Company achieving certain performance targets for each year, as mutually agreed upon by the
Employee and the Board of Directors. The Bonus, if earned shall be paid by the Company to Employee within 75 days following the end of
each calendar year during the Employment Period. The Bonus for the second year of the Employment Period shall be in an amount and subject
to such terms as agreed between the Company and the Employee.
(b) PARTICIPATION IN BENEFIT PLANS. The Employee shall be entitled to participate in and receive benefits under all medical plans or
other employee insurance or benefit plans and arrangements that are made available to executive employees of the Company and on the terms
that such plans, insurance and arrangements are made available to executive employees of the Company. to the extent Employee is eligible to
participate in such plans. To the extent that any such plan or arrangement generally permits the participation or coverage of dependents of the
employees of the Company, the Employee's dependents may participate in or be covered under such plan or program. Notwithstanding the
foregoing. the Employee's coverage under the Company's medical and dental plans shall become effective immediately upon the date hereof.
(c) EXPENSES. During the Employment Period, the Employee shall be entitled to receive reimbursement for all ordinary and necessary
business expenses reasonably incurred by him in accordance with industry custom in performing services hereunder, provided that the
Employee provides the Company with written documentation, satisfactory to the Company, evidencing such expenses.
(d) VACATIONS AND HOLIDAYS. The Employee shall be entitled to four (4) weeks of paid vacation in each twelve (12) month period. At
no time. however, shall Employee take more than two (2) weeks of vacation consecutively. The Employee shall have the holidays and sick
days as determined by the Company's policies in effect on the date hereof and as amended.
(e) OPTIONS. As soon as practicable after the date hereof, the Company shall grant to the Employee an option to purchase 75,000 shares of the
Company's common stock exercisable at an exercise price per share equal to the market value on the date of grant in accordance with the
Company's standard stock option agreement for executive employees as set forth in the Company's 1995 Long Term Stock Incentive Plan
provided, however, that such option shall vest over a period of five years beginning one year from the date of grant at the rate of 20% per year.