Vice President-sales Employment Agreement

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Exhibit 10.27


EXECUTIVE EMPLOYMENT AGREEMENT


This EMPLOYMENT AGREEMENT ("Agreement") is executed as of the 28th day of March 2002, by and between KEVIN B. SCHATZLE, an individual ("Employee"), EN POINTE TECHNOLOGIES SALES, INC., a Delaware corporation (the "Company"), with reference to the following facts:

A. Employee is an individual possessing unique management and executive talents of value to the Company.

B. The Company desires to engage Employee as the Senior Vice President of Sales of the Company, and Employee desires to accept such employment, all on the terms and conditions set forth in this Agreement.


AGREEMENT


In consideration of the foregoing recitals and of the covenants and agreements herein, the parties agree as follows:

1. Term. The Company hereby engages Employee to perform his duties and render the services set forth in Section 2 for a period commencing on March 18, 2002 (the "Hire Date") and ending on March 17, 2003, (the "Employment Period") and Employee hereby accepts said employment and agrees to perform such services during the Employment Period. Unless this Agreement is terminated pursuant to Section 4 or unless either party gives the other written notice to the contrary prior to expiration date, this Agreement, together with any changes which have occurred during the employment period then expiring, shall automatically renew at the end of the Employment Period on a month-to-month basis.

2. Duties.

2.1. Senior Vice President of Sales: Performing executive work of importance to the Company, with the primary focus being the profitable management and profitable growth of the Company. During the Employment Period, Employee shall devote his full business time and attention to performing his duties as Senior Vice President of Sales of the Company. He shall: 1) continue to build and supervise sales teams to profitably sell the company's products and services to customers of the Company; 2) manage the overall direction, coordination, and evaluation of the Company's sales teams to achieve or exceed both the gross margin and gross revenue targets of the Company; 3) assist the Chief Executive Officer in formulating and administering Company policies; 4) obtain profitable sales at the branches (including the headquarters branch) and virtual branches through supervision and direction of sales management; 5) review and analyze the activities, costs, operations of the branches (including the headquarters branch) and virtual branches to define and to track their progress toward achieving their goals and objectives; 6) carry out supervisory responsibilities in accordance with Company policies, and applicable laws; 7) interview, hire and train sales managers and staff; 8) plan, assign and direct the work of sales managers and staff, appraise their performance, reward and discipline them, and address their complaints; 9) open new branches as necessary; 10) submit all required documentation in a timely manner. The above description of duties in non-exhaustive. Employee shall work out of the Company's headquarters and shall report to a manager designated by the Company's Chief Executive Officer ("CEO").

2.2. Employee recognizes that the Board of Directors of the Company may be required under its fiduciary duty to the Company and to its stockholders to eliminate the position of Senior Vice President-Sales of this Company or to appoint a different person as such officer of this Company.

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The parties agree however, that any such elimination or replacement of Employee by the Company, other than pursuant to Section 4 or Section 7.1 or 7.2.1 or 7.3.1 hereof, shall constitute a termination of Employee's employment hereunder by the Company without cause.

3. Company Policies. Employee will be subject to and agrees to adhere to all of Company's policies which are generally applicable to En Pointe's employees, including but not limited to, all policies relating to standards of conduct, conflicts of interest and compliance with the Company's rules and obligations. To the extent there is a conflict between the terms of a general Company policy and a term of this Agreement, the specific term of the Agreement shall govern.

4. Change of Control. Notwithstanding the terms of Section 2 above, if the Company or a significant portion thereof is sold or merged or undergoes a change of control transaction (as defined in the form of Parent's Stock Option Agreement, a copy of which shall be made available upon Employee's written request), this Agreement shall survive consummation of such transaction and shall continue in effect for the remainder of the Employment Period, but Employee shall serve as an officer of the entity which succeeds to the business or a substantial portion of the business of the Company, and in such case shall bear a suitable title and perform the duties and functions of such office of such publicly traded or privately held successor, consistent with those customarily performed by an officer of such a unit, division or entity comparable to the then business of the Company, unit, division or entity. Employee may be required to accept greater or lesser responsibility by any successor, and agrees to fully cooperate and assist in any resulting transition for up to the remainder of the Employment Period; and any adjustments required of Employee to complete the transition to any successor, unit, division or entity, shall not violate this Agreement so long as "good reason" does not arise under Sections 8.2(iii).

5. Conflict of Interest.

5.1. Employee agrees that during the course of his employment, he will not, directly or indirectly, compete with En Pointe Technologies in any way, nor will Employee act as an officer, director, employee, consultant, shareholder, lender or agent of any entity which is engaged in any business in which En Pointe Technologies is now engaged or in which En Pointe Technologies becomes engaged during the term of your employment. Any apparent conflict of interest must be disclosed to the En Pointe Technologies Vice President-Human Resources for evaluation either at time of employment or at the time that a conflict becomes known or suspected.

5.2. Employee agrees that during the term of employment and for a period forever thereafter, Employee will not, directly or indirectly, compete unfairly or illegally with the Company in any way, or usurp any Company opportunity in any way. "Unfair" or "illegal" competition prohibited under this Section 5 includes but is not limited to:

5.2.1. Misleading advertising, use of En Pointe's publicity in a misleading manner, interfering with the business of En Pointe Technologies, misuse of confidential information belonging to En ...