Attached files
| file | filename |
|---|---|
| EX-32.4 - EXHIBIT 32.4 - MINIM, INC. | brhc10023805_ex32-4.htm |
| EX-32.3 - EXHIBIT 32.3 - MINIM, INC. | brhc10023805_ex32-3.htm |
| EX-31.4 - EXHIBIT 31.4 - MINIM, INC. | brhc10023805_ex31-4.htm |
| EX-31.3 - EXHIBIT 31.3 - MINIM, INC. | brhc10023805_ex31-3.htm |
| EX-10.31 - EXHIBIT 10.31 - MINIM, INC. | brhc10023805_ex10-31.htm |
| EX-10.30 - EXHIBIT 10.30 - MINIM, INC. | brhc10023805_ex10-30.htm |
| EX-10.29 - EXHIBIT 10.29 - MINIM, INC. | brhc10023805_ex10-29.htm |
| EX-10.27 - EXHIBIT 10.27 - MINIM, INC. | brhc10023805_ex10-27.htm |
| 10-K/A - 10-K/A - MINIM, INC. | brhc10023805_10ka.htm |
Exhibit 10.28
EMPLOYMENT AGREEMENT
This Employment Agreement (the "Agreement")
is made as of the 22.day of May, 2019, by and between MINIM, INC. (the "Company") and Graham
Chynoweth (the "Employee").
WHEREAS, the Company desires to employ the Employee, and the Employee desires to accept such employment, subject
to the terms and conditions of this Agreement.
In consideration of the Employee's employment with the Company, the Employee's
eligibility to receive the severance and other benefits offered herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company and the Employee agree as follows:
1. Employment. The Company agrees to employ the Employee,
and the Employee agrees to be employed by the Company, on the terms and conditions set forth below. The Employee shall be employed under this Agreement on an at-will basis for an indefinite period of time, and subject to the provisions of Section
5, the Employee or the Company may terminate the employment relationship with or without notice at any time and for any or no reason or cause. The Company is not bound to follow any policy, procedure, or process in connection with employee
discipline, employment termination or otherwise. The Employee's employment with the Company pursuant to this Agreement shall commence on or before May 31, 2019 unless and except Employee is unable to complete his work at his current company by
that date, in which case it is expect that it shall commence on June 13, 2019.
2. Duties. The Employee shall serve the Company as Chief
Executive Officer. In such capacity, the Employee shall, in collaboration with its PResident, be subject to the direction of Company's Board of Directors, and be responsible for, among other responsibilities: (i) setting and communicating the
direction of the company, (ii) hiring and retaining the best talent and (iii) making sure there is money in the bank. The Employee shall also perform such other services and duties in connection with the Company as may be assigned or delegated to
the Employee from time to time by or under the authority of the Company's Board of Directors.
3. Compensation and Benefits. The
regular compensation and benefits payable to the Employee under this Agreement shall be as follows:
(a) Salary. For all services rendered by the Employee under this Agreement, the Company shall pay the Employee a base salary at the annualized rate of two hundred fifty thousand dollars ($250,000.00) per year,
pro-rated for any partial year in which this Agreement is in effect. The Employee's performance may be reviewed by the Company from time to time, and the Company may adjust the Employee's salary pursuant to such performance reviews or for
other reasons. The Employee's salary shall be payable in equal installments in connection with the Company's regular payroll dates and payroll procedures.
(b) Stock Options. Employee will receive an option grant for
600,000 shares of the Company with an exercise price equal to the fair market value of the Company's common shares on the date of grant. The options will vest as 25% on the first annual anniversary of your date of employment, and subsequently in
equal monthly tranches equivalent to 1148th of the total grant over the next 36 months, subject to your continued employment on such date. The grant is subject to board approval on a quarterly basis and shall be granted pursuant to the Company's
form option agreement, subject to those terms and the terms of the Company's shareholders' agreement, to which you will need to become a party with effect from the grant date.
To the extent it is reasonable, practical and approved by the Board of Directors, Employee will be eligible to participate in any loan programs offered by the Company to employees so that they may purchase shares offered as part of option grants made by the Company to employees.
(b) Bonuses. Following the commencement of the Employee's
employment with the Company the Employee and the Company's Board of Directors will discuss Employee eligibility to receive variable income, or a "bonus" and the performance goals, metrics, and deliverables on which such opportunity will be based.
Prior to the beginning of each calendar year in which the Employee is employed pursuant to this Agreement, the Employee and the Company's Manager will meet to discuss the Employee's eligibility to receive a bonus, the target bonus for that
calendar year and the performance goals, metrics, and deliverables on which that calendar year's bonus opportunity will be based. Following each such meeting, the Company's Board of Directors will set the target bonus amount for that calendar
year and convey to the Employee the performance goals, metrics, and deliverables on which the bonus for that calendar year will be based.
(c) Benefits. The Employee shall be eligible to participate
in all employee benefit, health and welfare, and other plans, policies and programs which the Company may, from time to time, have in effect for all or most employees of the Company. Such participation shall be subject to the terms of the
applicable plan documents, generally applicable policies of the Company, applicable law, and the discretion of the Company or any administrative or other committee provided for in, or contemplated by, any such plan. Nothing contained in this
Agreement shall be construed to create any obligation on the part of the Company to establish any such plan or to maintain the effectiveness of any such plan which may be in effect from time to time. To the extent there is any conflict between
the terms of this Agreement and the applicable benefit plan documents, the terms of the plan documents shall govern.
(d) Vacation. The Employee shall be eligible to
an unlimited amount of paid time off. It is understood that Employee's ability to take advantage of this eligibility is subject to the needs of the role and the company.
(e) Expense Reimbursement.
The Company will reimburse the Employee on not less than a monthly basis for all normal and reasonable business expenses incurred by the Employee in the course of performing the Employee's duties for the Company hereunder, provided the Employee
timely and properly completes and submits an expense
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report and any other appropriate documentation to the Company, as may be required in accordance with the policies in effect from time to time for Company employees.
4. Extent of Service. During the Employee's
employment hereunder, the Employee shall devote the Employee's full business time, reasonable best efforts and business judgment, skill and knowledge to the advancement of the Company's interests and to the discharge of the Employee's duties and
responsibilities hereunder. The Employee shall not engage in any other business activity and shall neither directly nor indirectly render any services of a business, commercial or professional nature to any other person, firm, corporation or
organization, except as listed below and as may be approved in writing by the Company's Board Chairman.
| 1. |
10X Venture Partners
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| 2. |
Mill Works Fund
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| 3. |
Primary Bank
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| 4. |
U.S. Naval Reserves(application pending)
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5. Termination and Termination Benefits.
The Employee's employment hereunder shall terminate under the following circumstances:
(a) Termination by the Company
for Cause. The Employee's employment hereunder may be terminated by the Company for Cause without further liability on the part of the Company, effective immediately, upon written notice to the Employee. The following shall
constitute "Cause" for such termination, as determined in the sole discretion of the Company:
| (i) |
dishonest or disparaging statements or
acts of the Employee pertaining to the Company, which such statements or acts are not cured. if curable, within ten (10) days following written notice from the Company;
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| (ii) |
commission by the Employee of any acts involving moral turpitude. deceit, dishonesty relating to the Company, or fraud or commission by the Employee of a felony ;
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| (iii) |
the Employee's refusal to perform the Employee's duties and responsibilities hereunder and such refusal shall have continued for a period of ten (10) days following written notice from the Company, it being understood that the Company's failure to achieve its business plan or projections shall not itself be considered a failure or refusal to perform duties;
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| (iv) |
material violation by the Employee of any
Company policy, which causes, or reasonably could cause, material harm to the Company and which such violation is not cured, if curable, with in ten (10) days following written notice from the Company;
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| (v) |
gross negligence or willful misconduct of the Employee with respect to
the Company or any subsidiary or affiliate thereof; or
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| (vi) |
material breach of the Employee of any of the Employee's obligations hereunder, which such breach is not cured, if curable. within ten (10) days following written notice from the Company.
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(b) Termination by the Company Without Cause. Subject to
the Company's payment obligations set forth in Section 5(g) below, the Company may terminate the Employee's employment without Cause or for any or no reason whatsoever, in the sole, absolute and unreviewable discretion of the
Company, effective immediately, upon written notice by the Company to the Employee.
(c) Termination by the Employee
Without Good Reason. The Employee's employment hereunder may be terminated by the Employee without Good Reason (as defined below) by written notice to the Company's Manager, at least thirty (30) days prior to such termination.
(d) Termination by the Employee With Good Reason. The
Employee's employment hereunder may be terminated by the Employee with Good Reason (as defined below). For purposes of this Agreement, "Good Reason" shall mean:
| (i) |
A material diminution in the Employee's base compensation;
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| (ii) |
A material diminution in the Employee's authority, duties, or responsibilities;
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| (iii) |
A change in the geographic location at
which the Employee must perform services hereunder of more than twenty (25) miles; or
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| (iv) |
Any other action or inaction that constitutes a material breach by the Company of this Agreement.
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For Good Reason to exist, the Employee must provide written notice to the Company of the existence of any of the foregoing conditions within thirty (30) days of the initial existence of the condition, and the Employer shall upon such notice shall have a period of thirty (30) days during which it may remedy the condition (and upon such remedy Good Reason shall be deemed not to have existed).
(e) Disability. If due to physical or
mental illness or disability, the Employee shall be disabled so as to be unable to perform substantially the Employee's essential duties and responsibilities hereunder with reasonable accommodation by the Company to the Employee's known physical
or mental disability, solely in accordance with, and to the extent required by law (provided such accommodation would not impose an undue hardship on the operation of the Company's business or a direct threat to the Employee or others) for a
period of one hundred eighty (180) consecutive days, the
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Company may terminate the Employee's
employment, effective immediately, upon written notice to the Employee.
(f) Death. The Employee's employment with the Company
shall terminate immediately upon the death of the Employee.
(g) Certain Termination Payments.
In the event that the Company terminates the Employee's employment without Cause (as defined above), or the Employee terminates the Employee's employment with Good Reason (as defined above), the Company will continue to pay the Employee's base
salary, at the rate in effect on the date of termination, for twelve months and will pay the Employee a prorated (based on the portion of the calendar year worked prior to termination) target bonus for the calendar year in which the termination
occurs. Any and all payments referenced in the preceding sentence are subject to: (i) applicable taxes and withholdings; (ii) the Employee's continuing compliance with the Employee's post -employment obligations set forth in this Agreement and in
any other agreement the Employee may sign with the Company; and (iii) the Company's receipt of a separation agreement prepared by the Company containing, among other provisions for the benefit of the Company, a general release of claims executed
by the Employee (within the time period specified in the separation agreement), and the expiration of any revocation period referenced therein. The Employee and the Company agree that the Employee will not be entitled to, and will not receive,
the termination payments set forth above if the Employee's employment with the Company is terminated: (i) by the Company for Cause; (ii) by the Employee without Good Reason; (iii) due to the Employee's disability pursuant to Section 5(e):
or (iv) due to the Employee's death pursuant to Section 5(f).
6. Litigation and Regulatory Cooperation. The
Employee shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company which relate to events or occurrences that
transpired while the Employee is employed by the Company. The Employee's full cooperation in connection with such claims or actions shall include, but not be limited to, being available to meet with counsel to prepare for discovery or trial and
to act as a witness on behalf of the Company at mutually convenient times. The Employee shall also cooperate fully with the Company in connection with any examination or review of any federal, state or local regulatory authority as any such
examination or review relates to events or occurrences that transpired while the Employee was employed by the Company. The Company will reimburse the Employee for any reasonable out -of-pocket expenses incurred in connection with such
cooperation.
| 7. |
Proprietary Information. Inventions. and Non-Solicitation.
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| (a) |
Definitions.
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(i) Proprietary Information. During the course of the
Employee's employment with the Company, the Employee will be given unique and specialized training and will have access to the trade secrets and other confidential information on which the Company's business is based. As used in this Agreement, "Proprietary
Information" means (1) the information referred to in the preceding sentence, (2) information regarding products and/or
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service the Company may subsequently sell or manufacture, have under development, active consideration or
planning, (3) Inventions (as defined below), (4) the confidential information of others with which the Company has a business relationship, any (5) other information which the Company possesses or to which the Company has rights which have value to the Company, including (by way of example and without limitation) trade secrets, product ideas,
designs, configurations, processes, techniques, formulas, software, improvements, data, know-how, copyrightable materials, marketing plans and strategies, including but not limited to social media plans and strategies, production plans and strategies, costs, pricing, vendor lists contact lists, and customer lists. Proprietary Information includes information developed by the Employee in the course of the Employee's employment by the Company
or otherwise relating to Inventions which belong to the Company under Section 7(e) below, as well as other information to which the Employee may have access in connection with the Employee's employment.
(ii) Company. For purposes of this Section 7, all
references to the "Company" will be deemed to include the Company and its Affiliates.
(iii) Non-Competition Period.
The term "Non-Competition Period" shall mean the period of time during which the Employee is employed by the Company and for the twelve (12) consecutive months following the termination of the Employee's employment with the Company for any
reason.
(b) Goodwill. The Employee acknowledges and agrees
that: (i) during and as a result of the Employee's employment by the Company, the Employee will acquire experience, skills and knowledge related to the Company's business; and (ii) the Company depends upon its goodwill which it will entrust to
the Employee during the term of the Employee's employment by the Company by affording the Employee the opportunity to become acquainted with the clients, customers, accounts, prospects, suppliers, and licensees of the Company, to establish
business relationships with them and to have access to records detailing their business activities with the Company.
(c) Confidentiality. The Employee understands and agrees
that the Employee's employment creates a relationship of confidence and trust between the Employee and the Company with respect to all Proprietary Information. At all times, both during the Employee's employment with the Company and after its
termination, the Employee will keep in confidence and trust all Proprietary Information, and will not use or disclose any Proprietary Information without the written consent of the Company, except as may be necessary in the ordinary course of
performing the Employee's duties to the Company. The Employee understands that the restrictions contained in this paragraph extend to and expressly prohibit disclosure of Proprietary Information through social media, including, but not limited
to, social or professional networking websites, wikis, blogs, virtual worlds, personal websites, image-sharing websites, video-sharing websites, message boards, chat rooms, and discussion forums ("Social Media"). The restrictions
set forth in this Section 7(c) will not apply to information which is generally known to the public or in the trade, unless such knowledge results from an unauthorized disclosure by the Employee, but this
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exception will not affect the application of any other provision of this Agreement to such information in accordance with the terms of such provision.
(d) Documents, Records, Etc. All documents, records,
apparatus, equipment, photography and other physical property, whether or not pertaining to Proprietary Information, which are furnished to the Employee by the Company or are produced by the Employee in connection with the Employee's employment
will be and remain the sole property of the Company. Upon termination of the Employee's employment, or at any earlier time upon the Company's request, the Employee will immediately return to the Company all Company property, documents (including
without limitation all written and graphic notes of any kind and description, including customer and contact lists, letters, correspondence, memoranda, notes, reports, computer or data processing results, computer software or data processing
tapes, photography, disks or other material in machine readable form) and any Proprietary Information. Further, upon termination of employment, the Employee shall remove from the Employee's personal Social Media any designation or indication that
he or she is a current employee of the Company.
(e) Intellectual Property. The Employee agrees to
disclose promptly, completely and in writing to the Company any original works of authorship (including all copyrights with respect thereto), any discovery, process, design, improvement, innovation, development, improvement or invention. whether
or not patentable and whether reduced to writing or practice or not, which the Employee discovers, conceives and/or develops, in whole or in part, either individually or jointly with others (whether on or off the Company's premises or during or
after working hours) during the period the Employee is employed with the Company, and which was or is directly or indirectly related to the business or proposed business of the Company, or which resulted or results from or was suggested by any
work performed by any employee or agent thereof during such period of employment or for one year thereafter ("Inventions"). The Employee hereby assigns and agrees to assign to the Company without any separate or
additional remuneration the Employee's entire right, title and interest in all such Inventions, together with any and all United States and foreign rights thereto. The Employee agrees that all Inventions and all works of authorship, literary
works (including computer programs), audiovisual works, translations, compilations, and any other written materials, including but not limited to, copyrightable works (the "Works") which are originated or produced by the Employee (solely
or jointly with others), in whole or in part, within the scope of, or in connection with, the Employee's employment will be considered "works made for hire" as defined by the U.S. Copyright Act (17 USC §101, as amended) and further acknowledges
that the Employee is an employee as defined under that Act. All such works made for hire are and will be the exclusive property of the Company, and the Employee agrees to treat any such works as Proprietary Information. In the event that any
Works are not deemed to be "works made for hire," the Employee hereby assigns all of his right, title, and interest in and to such Works, including but not limited to, the copyrights therein. to the Company. The Employee agrees to cooperate with
the Company, both during and subsequent to the Employee's employment, to execute all instruments including patent and copyright applications and assignments therefor, and to do all other things reasonably necessary to fully vest, and perfect, in
the Company the ownership rights contemplated herein. In the event the Company is unable, after reasonable effort, to secure the Employee's signature on any document or instrument necessary to secure trademarks, letters patent,
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copyrights or other analogous
protection relating to any Works, whether because of the Employee's physical or mental capacity or for any other reason whatsoever, the Employee hereby irrevocably designates and appoints the Company
and its duly authorized officers and agents as his agent and attorney-in-fact, to act for and in his behalf and stead to execute and file any such application or applications and to do all other lawfully permitted acts.
(f) Non-Solicitation. During Non-Competition Period, and
regardless of the reasons for the termination of the Employee's employment with the Company, the Employee will not, in any form or manner, directly or indirectly: (1) hire, employ, engage, solicit, entice, encourage, accept or cause to terminate
his/her relationship with the Company or attempt to hire, employ, engage, solicit, entice, encourage, accept or cause to terminate his/her relations hip with the Company, any Company employee, consultant or other service provider; or (2) hire,
employ, engage or otherwise become involved in a business association or attempt to hire, employ, engage or otherwise become involved in a business association with any person who at any time during the one (1) year prior to the termination of
the Employee's employment with the Company was employed by the Company or engaged as a consultant to the Company; or (3) contact, solicit, divert, take away, or attempt to contact, solicit, divert or take away, any clients, customers, suppliers,
vendors or accounts, or prospective clients, customers, suppliers, vendors, or accounts, of the Company, or any of the Company's business with such clients, customers, suppliers, vendors or accounts. The Employee acknowledges that the
restrictions contained in this Section extend to and expressly prohibit conduct via Social Media that would violate this Section.
(g) Third-Party Agreements and Rights. The Employee hereby
confirms that the Employee is not bound by the terms of any agreement with any previous employer or other party which restricts in any way the Employee's use or disclosure of information or the Employee's engagement in any business. The Employee
represents to the Company that the Employee's execution of this Agreement, the Employee's employment with the Company, and the performance of the Employee's proposed duties for the Company will not violate any obligations the Employee may have to
any such previous employer or other party. In the Employee's work for the Company, the Employee will not disclose or make use of any information in violation of any agreements with or rights of any such previous employer or other party, and the
Employee will not bring to the premises of the Company any copies or other tangible embodiments of non-public information belonging to or obtained from any such previous employment or other party.
(h) Injunctive Relief. The Employee understands and
acknowledges that the Company's Proprietary Information, Inventions, and goodwill are of a special, unique, unusual, character which gives them a peculiar value, the loss of which cannot be reasonably compensated in damages in an action at law.
The Employee understands and acknowledges that, in addition to any and all other rights or remedies that the Company may possess, the Company shall be entitled to injunctive and other equitable relief, without posting a bond, if the Employee
breaches any portion of this Agreement or in order to prevent a breach or threatened breach of this Agreement by the Employee.
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8. Withholding. All payments made by the Company under this
Agreement shall be net of any tax or other amounts required to be withheld by the Company under applicable law.
9. Integration. This Agreement constitutes the entire
agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements between the parties with respect to such subject matter.
10. Assignment: Successors and Assigns. Neither the
Company nor the Employee may make any assignment of this Agreement or any interest herein, by operation of law or otherwise, without the prior written consent of the other party; provided, however, that the Company may assign its rights under
this Agreement without the consent of the Employee in the event that either the Company or its Affiliates, if any, shall hereafter effect a reorganization. consolidate with or merge into any other corporation. partnership, organization or other
entity, or transfer all or substantially all of its properties or assets to any other corporation, partnership, organization or other entity. This Agreement shall inure to the benefit of and be binding upon the Company and the Employee, their
respective successors, executors, administrators, heirs and permit ted assigns.
11. Enforceability. The provisions of this
Agreement are severable. If any portion or provision of this Agreement shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of this Agreement, or the application of such portion or
provisions in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by
law. If any obligation of the Employee's under Section 7 of this Agreement is held to be unenforceable because of the duration or scope of such obligation. the court making such determination shall have the power to reduce the
duration and/or scope of such obligation, and in its modified form such obligation shall be enforceable.
12. Advice of Counsel/Construction. The Employee acknowledges
that the Employee has been advised by the Company to review the terms of this Agreement with legal counsel of the Employee's choice and that the Employee has been given a reasonable opportunity to seek such legal advice.
13. Employee Acknowledgement. The Employee acknowledges and
agrees that the Employee's responsibilities, duties. position. compensation, title and/or other terms and conditions of employment may change from time to time or the Employee may have a break in service or employment with the Company
and, notwithstanding any change in any terms and conditions of employment or a break in service or employment, this Agreement shall remain in full force and effect.
14. Waiver. No waiver of any provision hereof shall be
effective unless made in writing and signed by the waiving party. The failure of any party to require the performance of any term or obligation of this Agreement, or the waiver by any party of any breach of this Agreement, shall not prevent any
subsequent enforcement of such term or obligation or be deemed a waiver of any subsequent breach.
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15. Notices. Any notices, requests, demands and other
communications provided for by this Agreement shall be sufficient if in writing and delivered in person or sent by registered or certified mail, postage prepaid, to the Employee at the last address the Employee has filed in writing with the
Company or, in the case of the Company, at its main offices, attention of President.
16. Amendment. This Agreement may be amended or modified only
by a written instrument signed by the Employee and the Company.
17. Affiliates. For purposes of this
Agreement, "Affiliates" means all persons and entities directly or indirectly controlling, controlled by or under common control with the Company, where control may be by either management authority or equity interest.
18. Governing Law/Forum. The laws of the State of New
Hampshire shall govern the interpretation, validity and effect of this Agreement without regard to the place of performance thereof or principles of choice of law. The Employee agrees that any and all suits regarding this Agreement shall be
brought solely and exclusively in the State of New Hampshire, and the Employee and the Company hereby consent to the jurisdiction of the state or federal courts sitting in the State of New Hampshire.
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Section 409A.
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(a) In General. The provisions of this Agreement
are intended not to result in the imposition of additional tax or interest under Section 409A of the Internal Revenue Code, and such provisions shall be interpreted and administered in accordance with such intent. Without limiting the foregoing,
this Agreement shall not be amended or terminated in a manner so as to result in the imposition of such tax or interest, any reference to "termination of employment" or similar term shall mean an event that constitutes a "separation from service"
or "involuntary separation from service" (as the case may be) within the meaning of Section 409A, any reimbursement of expenses shall occur no later than the end of the calendar year following the calendar year in which the expense is incurred
(or such earlier date as applies under the Company's business expense reimbursement policy) and reimbursements in one year shall not affect the amount of reimbursement available in any subsequent year, each payment or installment shall be
treated as a separate payment, and if at separation from service the Employee is considered a Specified Employee within the meaning of said Section 409A, then any payments hereunder that are nonqualified deferred compensation within the meaning
of said Section 409A that are to be made upon separation from service shall not commence earlier than six (6) months after the date of such separation from service, and any such amounts that would otherwise be paid to the Employee within the
first six months following the separation from service shall be accumulated and paid to the Employee in a lump sum six months and one day following the separation from service (or if the Employee dies during such six-month period. as soon as
practical following the date of death). The foregoing notwithstanding, the Company shall not be liable to any person for the tax consequences of any failure to comply with the requirements of Section 409A.
(b) Effect of Release. To the extent that separation
payments or benefits pursuant to this Agreement are conditioned upon execution and delivery by Employee of a
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release of claims, Employee shall forfeit all rights to such payments and benefits
unless such release is signed, delivered and any right to revoke has expired
so as to make the release fully effective, within sixty (60) days following the date of Employee's separation from service. If such release is so signed, delivered and effective, then such payments or benefits
shall be made or commence
upon the business day next following the date the release is so signed, delivered and effective; provided, however, that if such sixty (60) period would end in the calendar year following the date of Employee's separation from service, then such payments or benefits shall be made or commence upon the later of the date the release is so signed, delivered and effective and the first business day of such following calendar year.
20. Survival of Obligations. The provisions of Section 7 of this Agreement shall survive the expiration of this Agreement or the earlier termination of the Employee's employment. Other provisions of this Agreement
shall survive the expiration of this Agreement or the earlier termination of the Employee's employment to the extent necessary to the intended preservation of each party's respective rights and obligations.
21. Counterparts. This
Agreement may be executed in one or more counterparts. none of which need contain the signature of more than one party hereto, and each of which shall be deemed to be an original. and all of which taken together shall constitute one and the same
instrument. The facsimile or PDF signatures of the par ties shall be deemed to constitute original signatures, and facsimile or PDF copies hereof shall be deemed to constitute duplicate originals.
22. Captions and Headings. Captions and
paragraph headings used herein are for convenience and ready reference only and are not a part of this Agreement and shall not be used in the construct ion or interpretation thereof.
[Signature Page Follows]
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IN WITNESS WHEREOF, this Employment Agreement is entered into to be effective as of the date hereof defined herein.
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MINIM, INC.
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Graham Chynoweth
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| /s/ Jeremy Hitchcock | /s/ Graham Chynoweth | |
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Name: Jeremy Hitchcock
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Title: Chairman, Board of Directors
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Address:
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848 Elm Street
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[Address Omitted]
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Manchester, NH
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03101
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 INIM |
848 Elm Street Manchester. NH 03101 1.833.96.MINIM
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May 14, 2019
Graham Chynoweth
Dear Gray:
We are pleased to offer you the position of CEO with Minim Inc. (the "Company"), the specifics of which are set forth in the
attached Employment Agreement. During your employment with the Company, you will perform
your job duties for and provide services to the Company and its
affiliates. This position is EXEM PT and
reports to Jeremy Hitchcock. Chairman of the Board.
Independent of your employment as CEO, we are also please to consider
your interest in making
a direct investment of two hundred fifty thousand dollars ($250,000) in the Company and will undertake prompt and diligent actions in an effort to make this
opportunity available to you.
| Very truly yours, | ||||
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Minim Inc.
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BY: |
/s/ Jeremy Hitchcock | ||
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Jeremy Hitchcock, Chairman of the Broad |
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AGREED TO AND ACCEPTED:
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| /s/ Graham Chynoweth | 5/22/19 |
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| Name | Date | |||
| Graham Chynoweth | ||||