AGREEMENT effective as of January 1, 2001 between Forward Industries, Inc., a New York corporation with
offices at 1801 Green Road, Suite E, Pompano Beach, Florida 33064 (the "Company"), and Michael Schiffman
residing at 7921 Tennyson Court, Boca Raton, Florida 33433 ("Executive").
W I T N E S S E T H:
WHEREAS, Executive has been rendering services to the Company pursuant to an employment agreement
effective as of October 1, 1998 (the "Prior Agreement").
WHEREAS, the Company desires to terminate the Prior Agreement and employ Executive to perform senior
executive and other services for the Company, and Executive desires to accept such employment, all on the terms
and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the mutual covenants herein contained and other good and valuable
consideration, the receipt of which the parties acknowledge, the parties agree as follows:
TERMINATION OF PRIOR AGREEMENT
The Prior Agreement is hereby terminated and shall be of no further force and effect, and the terms and
conditions of this Agreement supersede the terms and conditions of the Prior Agreement. The Company has no
remaining obligations under the Prior Agreement.
EMPLOYMENT AND DUTIES
The Company hereby employs Executive for the term of this Agreement and Executive hereby accepts such
employment as the President and Chief Operating Officer, [and upon the termination or resignation of Jerome
Ball, the Chief Executive Officer,] of the Company on the terms and conditions set forth in this Agreement.
JANUARY 30, 2001
1. EMPLOYMENT TERM
Unless terminated at an earlier date pursuant to the terms of this Agreement, the term of employment hereunder
(the "Employment Term") shall be three (3) years, commencing on the date hereof (the "Commencement Date").
This Agreement shall be automatically renewed for successive one-year terms unless either party provides written
notice to the other party of its or his desire not to renew within 120 day