THIS EMPLOYMENT AGREEMENT (this " Agreement" ), dated as of August 17, 2006 is made by and between LodgeNet Entertainment Corporation, a Delaware corporation (the " Corporation" ), and Scott E. Young (" Executive" ) with reference to the following circumstances, namely: A. Executive is employed by the Corporation, as its Senior Vice President , Chief Marketing Officer and has made, and is making, an important contribution to the development and operation of the Corporation' s business. B. The Corporation desires to provide for its employment of Executive as hereinafter provided, and Executive desires such employment, upon the terms hereinafter provided. NOW, THEREFORE, the Corporation agrees to employ Executive, and Executive agrees to such employment, upon the following terms and conditions: 1. Period of Employment. The employment of Executive by the Corporation pursuant to this Agreement shall be for a period (sometimes referred to herein as the " period of employment" ) beginning on the date hereof and continuing, unless sooner terminated as provided in Section 6 herein, through December 31, 2006; provided, however, that on each December 31, commencing with December 31, 2006, such period of employment shall automatically be extended for an additional year unless ninety (90) days prior thereto either party hereto has given written notice to the other that such party does not wish to extend the period of employment. 2. Duties . During the period of employment, Executive shall serve as Senior Vice President, Chief Marketing Officer of the Corporation, or in such other office or offices to which he shall be elected by the Board of Directors of the Corporation (" Board" ) with his approval, performing the duties of such office or offices as are assigned to him by the Board or committees of the Board. During the period of employment, Executive shall devote his full time and attention to the business of the Corporation and the discharge of the aforementioned duties, except for permitted vacations, absences due to illness, and reasonable time for attention to personal affairs.
3. Office Facilities. During the period of employment, Executive shall have his office where the Corporation' s principal executive offices are located from time to time, which currently are at 3900 West Innovation Street, Sioux Falls, South Dakota, and the Corporation shall furnish Executive with office facilities reasonably suitable to his position at such location. 4. Compensation. As compensation for his services performed hereunder, the Corporation shall pay or provide to Executive the following: (a.) The Corporation shall pay Executive a salary (the " Base Salary" ), calculated at the rate of $ 300,000.00 per annum (which Base Salary may be increased by the Corporation at any time and from time to time in its discretion), payable monthly, semi-monthly or weekly according to the Corporation' s general practice for its executives, for the period of employment under this Agreement. (b.) During the period of employment, Executive shall be allowed to participate in such bonus and other incentive compensation programs in accordance with their terms as the Corporation may have in effect from time to time for its executive personnel, and all compensation and other entitlements earner thereunder shall be in addition to, and shall not in any way reduce, the amount payable as Base Salary. (c.) During the period of employment, Executive shall be entitled to: (i) participate in such retirement, investment, health (medical, hospital and/or dental) insurance, life insurance, disability insurance and accident insurance plans and programs as are maintained in effect from time to time by the Corporation for its salaried employees; (ii) participate in other non-duplicative benefit programs which the Corporation may from time to time offer generally to executive personnel of the Corporation; and
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(iii) take vacations and be entitled to sick leave in accordance with the Corporation' s policy for executive personnel of the Corporation. (d.) During the period of employment, the Board from time to time in its discretion may grant to Executive stock options, and other rights related to shares of the Corporation' s common stock. 5. Effect of Disability and Certain Hazards. Executive shall not be obligated to perform the services required of him by this Agreement during any period in which he is disabled or his health impaired to an extent which would render his performance of such services hazardous to his health or life, and relief from such obligation shall not in any way affect his rights hereunder except to the extent that such disability may result in termination of his employment by the Corporation pursuant to Section 6 herein. 6. Termination of Employment. The employment of Executive by the Corporation pursuant to this Agreement may be terminated on or prior to December 31, 2006, or on or prior to any subsequent December 31 to which the end of the period of employment may have been extended under Section 1, as follows: (a) In the event of Executive' s death prior to said date, such employment shall terminate on the date of death. (b) Such employment may be terminated prior to said date due to Executive' s physical or mental disability which prevents the effective performance by Executive of his duties hereunder on a full time basis, with such termination to occur on or after the time which Executive becomes entitled to disability compensation benefits under the Corporation' s disability benefit program then in effect. Any dispute as to Executive' s physical or mental disability shall be settled by the opinion of an impartial physician selected by the parties or their representatives or, in the event of failure to make a joint selection after request therefor by either party to the other, a physician selected by the Corporation, with the fees and expenses of any such physician to be borne in equal shares by the Corporation and Executive.
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(c) The Corporation, by giving written notice of termination to Executive, may terminate such employment at any time prior to said date for Cause, which means that such termination must be due to (1) acts during the term of this Agreement resulting in a felony conviction under any Federal or state statute, (2) substantial non-performance of Executive of his employment duties required by this Agreement or (3) Executive willfully engaging in dishonesty or gross misconduct injurio ...
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