EMPLOYMENT AGREEMENT ENTERED INTO AT
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MONTREAL THIS 13TH DAY OF SEPTEMBER, 1999
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BETWEEN:
GLOBALNETCARE, a company incorporated under the laws of the state of Florida,
situated at 0000 XxXxxx Xxxxxxx, xxxxx 000, Xxxxxxxx, Xxxxxx, X0X 0X0
(hereinafter referred to a "GlobalNetCare")
AND:
XX. XXXXXX XXXXXXXX MD, PHD, domiciled and residing at 0000 Xxxxxxxxx Xxxx.,
Xxxxxxxx, Xxxxx. X0X 0X0
(hereinafter referred to as "The Doctor")
WHEREAS:
GLOBALNETCARE and the Doctor, wish to enter into an agreement under which the
Company shall engage the services of the Doctor for the purpose of Its affairs.
1. The Company shall retain the Doctor and the Doctor has advised the
Company, of her willingness, ability and desire to do -so.
2. POSITION AND DUTIES
The Doctor,
- Assumes the position of member of the SCIENTIFIC COMMITTEE which advises
the Board on medical matters;
- Assumes the position of GENERAL MANAGER of all Information Centers -
overseeing all Health Care Professionals
The doctor/manager,
a) collaborates with the Director of Technology
b) directs the Project Manager,
c) assigns and supervises the work of the Medical Writers, Graphic Artists,
d) develops and oversees the logistics for each Information Center.
The doctor/manager,
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a) directs each Physician in the technique of developing an information
Center compatible, in form and content, with the Pythian
system,
b) ensures input of each Center by Computer Programmers
c) implements revisions of the module, as requested by Heads of Centers,
d) ensures the professional editing of each Center.
The doctor/manager,
a) assumes the position of the Surgical Center Committee,
b) collaborates in the production of surgical teleconferences,
c) collaborates in the production of robotic surgery.
The doctor/manager,
a) develops and oversees the logistics of the "Distance Based
Training" Teleconference Program
b) ensures input of the Program by the programmers
c) is solely responsible for the "Distance Based Training" of
Health Care professionals on innovative and traditional
diagnostic and treatment techniques for breast disease.
The doctor/manager,
a) is responsible for. the medical aspect of research and development
of proposals for medical and pharmaceutical companies
b) communicates with medical and pharmaceutical companies
c) assists in the formation of alliances with medical and
pharmaceutical companies
3. Terms of Agreement
Any and all liabilities arising pursuant to information provided by the Doctor
under the terms of this agreement shall be the sole responsibility of
GlobalNetCare. GlobalNetCare hereby covenants and agrees to indemnify, save and
hold the Doctor harmless from and against any and all loss and damages, costs,
expenses, liabilities or fees (including legal fees and costs) arising out of or
connected with any liabilities or law suits initiated pursuant to any and all
information provided under the terms of this Agreement-
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4. Earlier Termination
Notwithstanding any provisions to the contrary, the Company may terminate the
present Agreement at any time by giving the Doctor 2 weeks written notice.
5. Remuneration
GlobalNetCare shall remunerate the Doctor with shares, equivalent to
US$500.000.00 for compensation for the following
a. Delivery of the 'Virtual Breast Center"
b. Completion of the "Telesurgery Project'
c. Completion of the "Distanced Based Training Project"
The shares would be provided in two installments:
- US$250,000.00 following the signing of the agreement;
- US$250,000.00 six months following the signing of the agreement.
In addition, GlobalNetCare shall pay to the Doctor the sum of C$2500 payable
weekly and effective as of January l, 2000 for 20 hours of work per week of
service to GlobalNetCare.
6. Confidentiality
The Doctor shall not, either during this Agreement or after the termination
thereof, divulge, disclose or communicate to any person whomsoever, or use for
her own or another's advantage, any confidential information which the Doctor
may receive or obtain in relation to the affairs of GlobalNetCare except in so
far be necessary for the Doctor to do any of the foregoing in the performance of
his duties hereunder.
7. Document and other Property
All documents, records, correspondence, accounts, equipment or other property
relating to the affairs of the GLOBALNETCARE and kept in the possession or under
the control of the Doctor shall be and remain the property of GLOBALNETCARE.
8. Modification
This agreement shall not be modified or changed in any way except by written
amendments signed by both GlobalNetCare and the Doctor,
9. Language
The parties herein declare that they have requested that this contract be
drafted in English; les parties derlarent qu'ils ont exige que ce contract soit
redige en anglais
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Signed:
/s/Xxxxxx Xxxxxxx
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Xx. Xxxxxx Xxxxxxx
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Physician
September 13th, 1999
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Date