EXECUTIVE EMPLOYMENT AGREEMENT
THIS
EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the
7th day of May of 2009, by and between Bitech Pharma, Inc., a Delaware
corporation (“Company”) and Ye, Xiangwu (“Executive”).
RECITALS:
A. The
Company desires that Executive perform his services as Chief Executive Officer
and President of the Company, having been duly appointed to such position by the
Board of Directors of the Company.
B.
Executive desires to continue in such engagement.
C. This
Agreement contains other provisions applicable to the employment of Executive by
the Company.
In
consideration of the above Recitals and the provisions of this Agreement, the
Company and Executive agree as follows:
Title and Responsibilities.
Executive shall serve as Chief Executive Officer (“ CEO ”) and President of the
Company. Executive’s responsibilities and duties shall include those inherent in
Executive’s position with the Company. Executive shall devote his best efforts
and full business time to the business and interests of the
Company.
Compensation. The Company will
pay Executive a salary at the rate of $60,000 per year payable in accordance
with the Company's standard payroll policies, including compliance with
applicable withholding. Executive’s salary will be paid bi-monthly at 1st and
16th
of each month.
Restricted Stocks. Executive
may be eligible to receive restricted stocks from time to time in the future, on
such terms and subject to such conditions as the Board of Directors shall
determine as of the date of any such grant and pursuant to the existing stock
plan(s) of the Company.
Benefits. Executive shall be
entitled to such employee benefits generally available to full-time salaried
employees of the Company, including without limitation, health insurance, paid
vacation of not less than 2 weeks per year, retirement plans and other similar
benefits; provided, that Company reserves the right to amend, modify, terminate
or make any other changes in such benefits generally available to full-time
salaried employees of the Company at any time in its sole
discretion.
The
Company shall pay or reimburse Executive for all travel and entertainment
expenses incurred by Executive in connection with Executive’s duties on behalf
of the Company, subject to the reasonable approval of the Company. Executive
shall only be entitled to reimbursement to the extent that Executive follows the
reasonable procedures established by the Company for reimbursement of such
expenses which will include, but will not be limited to, providing satisfactory
evidence of such expenditures.
Severance: If his employment
is terminated by the Company for any reason, other than for Cause (as defined
herein), he will receive severance pay of up to 2 months of his current base
salary, less standard deductions and withholdings after the first year of
employment and on a prorate basis over the first year of the agreement. For
purposes of this letter agreement "Cause" shall mean the occurrence of any of
the following events: (i) his repeated failure to satisfactorily perform his job
duties as assigned by the Company;(ii) his failure to comply with all written
material applicable laws in performing his job duties or in directing the
conduct of the Company's business; (iii) his commission of any felony or
intentionally fraudulent act against the Company or its affiliates, employees,
agents or customers; (iv) his engagement or participation in any activity which
is directly competitive with or intentionally injurious to the Company or any of
its affiliates; (v) his commission of any fraud against the Company or any of
its affiliates or use of intentional appropriation for his personal use or
benefit of any funds or properties of the Company not authorized by the Board to
be so used or appropriated.
Term. The employment of
Executive under this Agreement shall be for an unspecified term. The Company and
Executive acknowledge and agree that Executive’s employment is and shall
continue to be at-will, as defined under applicable law, and that Executive’s
employment with the Company may be terminated by either party at any time for
any or no reason, and with or without notice. If Executive’s employment
terminates for any reason, Executive shall not be entitled to any payments,
benefits, damages award or compensation other than as provided in this
Agreement.
Confidentiality Agreement.
Executive is required to complete, sign and return the Company's standard form
of Employee Confidentiality (the "Confidentiality Agreement ", Attachment
A).
Invention Disclosure
Agreement. Executive is required to complete, sign and return the
Company's standard form of Employee Invention Disclosure Agreement (Attachment
B).
IN
WITNESS WHEREOF, the parties have executed this Agreement as of the day and year
first above written.
COMPANY:
By:
________________________
Name:
_John Bao_
__________
Title:_Chairman
of the Board
EXECUTIVE
___________________________
Ye, Xiangwu
