Employment Agreement

Exhibit 10.1


EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (" Agreement" ) dated as of the 1 day of May, 2006 (the " Effective Date" ) is made and entered into by and between The A Consulting Team, Inc. and its affiliates, associated companies, subsidiaries, parent, divisions or related entities (collectively " Company" ), a New York corporation, having its principal place of business at 200 Park Avenue South, New York, New York 10003 and Sal Quadrino (" Employee" ), an individual residing at 4 Deer Run Pomona, New York 10970.


1.

The Company hereby employs Employee as Chief Financial Officer. The Company, TACT, will provide Employee with an office and appropriate computer and communications at metropolitan area office. Employee hereby accepts employment in such capacity and conditions as hereinafter set forth.


2.

The initial term of this Agreement is for two (2) years, commencing on the Effective Date reflected above (the " Initial Term" ). This Agreement shall automatically renew for subsequent one-year terms, unless and until terminated by either party in accordance with the provisions of Section 8 hereof. The entire period this Agreement remains in effect is hereinafter referred to as the "Employment Period".


It is expressly understood and agreed that any changes in the Employee's compensation and title will not invalidate this Agreement. At the option of the parties, such changes may be incorporated into an "Addendum" to this Agreement. Failure to so incorporate such changes will not affect the validity of, or the enforceability of, the other terms herein.


3.

The Company shall pay to Employee the following compensation for all the services to be rendered by Employee in any capacity:


A gross salary at the rate of $180,000.00 per year (annual base salary) payable twice a month, less all applicable and required federal, state, local and authorized deductions.


An initial grant of 20,000 options to shares of Company Common Stock in accordance with the terms of Company' s Stock Option and Award Plan.


Upon approval by the Board of Directors, the Company shall grant to Employee options to shares of Company Common Stock, from time to time, in accordance with the terms of Company' s Stock Option and Award Plan.


An annual bonus at the rate of up to 25% of annual base salary subject to approval by the Board of Directors Compensation Committee.


The use of a Company car and reimbursement of all related expenses to include such things as repairs, maintenance, gas, tolls and parking.


1


Exhibit 10.1


Employee shall be entitled to participate in the Company' s employee and fringe benefit plans and programs and shall be entitled to sick days and personal days in accordance with the Company' s PTO policy for a Chief Financial Officer position.


4.

Employee shall perform such work as may be required of Employee by Company in accord with the instructions, directions and control of Company and at such reasonable time and places as Company may determine. At all times during the Employment Period, Employee shall strictly adhere to all the rules and regulations that have been or that may hereafter be established by Company for the conduct of its employees and further, Employee shall strictly adhere to all the provisions of the Company' s handbook(s).


5.

Employee hereby consents to the conducting of a background check by Company and/or Company' s broker, customer and/or client to the full extent permitted by law. Such a background check may include, but shall not be limited to a judgement and public criminal record check, fingerprinting, and drug and/or alcohol screening. The Employee agrees not to hold Company and/or its broker(s), customer(s) and/or client(s) liable for any claims in connection with such checking or testing or the reporting of the results thereof to Company.


6.

Employee shall devote full and complete attention and energies to the business of Company, and shall not during the term of this Agreement be engaged in any other business activity, whether or not such business activity is pursued for gain, profit or other pecuniary advantage and whether or not said other business activity is directly, indirectly or unrelated to the business activity of Company, without the express written consent of Company. However, this shall not be construed as preventing Employee from investing Employee's assets in such form or manner as will not require any services on Employee's part in the operation of the affairs of the companies in which such investments are made; provided, however, that any investment in any non-public companies shall not be in companies having allied or related business activities to Company.


7.

The Company will reimburse Employee for expenses incurred by Employee in the course of this employment provided that such expenses are reimbursable by Company policy, and further, such expenses are authorized by Company and an accounting is made to Company therefore, in accordance with the procedures of Company pertaining thereto.


8.

The Employment Period shall be terminated at the time of the death of Employee or may be terminated by Company if Employee shall fail to render the services provided for hereunder for a continuous period of ninety (90) days because of Employee's physical or mental disability. Notwithstanding anything to the contrary herein, either party may terminate the Employment Period, with or without cause and for any reason whatsoever, by giving thirty (30) days prior notice to the other party.


2


Exhibit 10.1


In the event Company terminates Employee during the Initial Term of this Agreement without Cause, death or disability, or if the employee should resign for a Sufficient Reason, as defined in this Employment Agreement, Employee shall be entitled to receive as severance an amount equal ...