EXHIBIT 10.13
XXXXX.XXX, INC.
XXXXX.XXX (CANADA) ENTERPRISES INC.
Xxxxx 000 - 000 Xxxxxxxxx Xxxxxx
Xxxxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0
June 17, 1999
To: XXXXX XXXXXX
#00 Xxxxx Xxxx
Xxxxxx, Xxxxxxx
Re: Employment Agreement
This Agreement contains the terms and conditions of your employment with
Xxxxx.xxx (Canada) Enterprises Inc. and Xxxxx.xxx, Inc. You will be employed for
a term (the "Term") of three years commencing on July 1, 1999 (the "Commencement
Date") ending on July 1, 2002, unless your employment is terminated or the Term
of this Agreement is extended in accordance with the provisions of this
Agreement.
1. Definitions
In this Agreement:
(a) "Affiliate" has the same meaning as in the Company Act (British
Columbia) or any successor legislation, as amended from time to time.
(b) "Agreement" means this letter agreement and schedules attached to this
letter agreement, as amended or supplemented from time to time.
(c) "at arms-length" has the meaning given to that term in the Income Tax
Act (Canada);
(d) "Xxxxx.xxx" means Xxxxx.xxx, Inc., a company incorporated under the
laws of Florida.
(e) "Board" means the board of directors.
(f) "Business of the Group" means (i) the business of internet gaming; and
(ii) any other material business carried on from time to time by any
member of the Group.
(g) "Cause" includes, without limiting the usual meaning of just cause
under the common law or the laws of British Columbia or the United
States of America:
(i) any wilful failure by you in the performance of any of your
duties under this Agreement;
(ii) your conviction of a crime (indictable level or penalized by
incarceration or a lesser crime involving moral turpitude),
or any act involving money or other
property involving any member of the Group that would
constitute a crime in the jurisdiction involved;
(iii) any act of fraud, misappropriation, dishonesty, embezzlement
or similar conduct against any member of the Group or
customer of any member of the Group;
(iv) the use of illegal drugs or the habitual and disabling use
of alcohol or drugs;
(v) any material breach of any of the terms of this Agreement
which remains uncured after the expiration of ten days
following the delivery of written notice of such breach to
you by the Company or Xxxxx.xxx;
(vi) any threatened or actual attempt by you to secure any
personal profit in connection with the Business of the Group
or the corporate opportunities of any member of the Group;
(vii) any act which is materially injurious to the Business of the
Group; and
(viii) your failure to devote adequate time to the Business of the
Group, or conduct by you amounting to insubordination or
inattention to, or substandard performance of your duties
and responsibilities under this Agreement, which remains
uncured after the expiration of 30 days following the
delivery of written notice of such failure or conduct to you
by the Company or Xxxxx.xxx.
(h) "Change of Control" means and will be deemed to have occurred when:
(i) any Person acquires or becomes the beneficial owner of, or a
combination of Persons acquires or becomes the beneficial
owner of, directly or indirectly, more than 20% of the
voting securities of Xxxxx.xxx, whether through the
acquisition of previously issued and outstanding voting
securities, or of voting securities that have not been
previously issued, or any combination thereof, or any other
transaction having a similar effect;
(ii) any resolution is passed or any action or proceeding is
taken with respect to the liquidation, dissolution or
winding-up of Xxxxx.xxx;
(iii) 20% or more of the issued and outstanding voting securities
of Xxxxx.xxx become subject to a voting trust;
(iv) Xxxxx.xxx amalgamates or enters into a plan of arrangement
with one or more companies other than a member of the Group;
(v) Xxxxx.xxx sells, leases or otherwise disposes of all or
substantially all of its assets and undertaking, whether
pursuant to one or more transactions;
(vi) Xxxxx.xxx or any member of the Group enters into any
transaction or arrangement which would have the same or
similar effect as the transactions referred to in paragraphs
(ii), (iv) or (v) above;
(vii) the Incumbent Directors cease to constitute a majority of
the Board of Xxxxx.xxx;
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(viii) there is a merger or amalgamation of the Company with
another company at arms-length to the Company;
(ix) there is any transaction whereby all of the Company's issued
and outstanding shares are acquired by or become subject to
a takeover bid by another Person at arms-length to the
Company; or
(x) there is a sale or conveyance by the Company or one or more
of its shareholders, or both, to a Person that is dealing
with the Company or such shareholder at arms-length in a
single transaction or series of transactions, of shares of
the Company's capital stock representing a majority of the
votes that may then be cast by all of the shareholders of
the Company.
(i) "Company" means Xxxxx.xxx (Canada) Enterprises Inc., a company
incorporated under the laws of British Columbia.
(j) "Competitive Business" means any business or enterprise that competes
with the Business of the Group.
(k) "Confidential Information" means all confidential or proprietary
facts, data, techniques and other information relating to the Business
of the Group which may before or after the date of this Agreement be
disclosed to you by any member of the Group or which may otherwise
come within your knowledge or which may be developed by you in the
course of your employment or from any other Confidential Information.
(l) "Group" means the Company, Xxxxx.xxx and their Affiliates.
(m) "Incumbent Director(s)" means any member of the Board (other than you,
if you are a member of the Board) who was a member of the Board prior
to the occurrence of the transaction, transactions or elections giving
rise to a Change of Control and any successor to an Incumbent Director
who was recommended or elected or appointed to succeed an Incumbent
Director by the affirmative vote of a majority of the Incumbent
Directors then on the Board.
(n) "Intellectual Property Rights" means all rights in respect of
intellectual property including, without limitation, all patent,
industrial design, integrated circuit topography, know-how, trade
secret, privacy and trade-xxxx rights and copyright, to the extent
those rights may subsist anywhere in the universe.
(o) "Person" means any individual, partnership, limited partnership, joint
venture, syndicate, sole proprietorship, company or corporation with
or without share capital, unincorporated association, trust, trustee,
executor, administrator or other legal personal representative,
regulatory body or agency, government or governmental agency or entity
however designated or constituted.
2. Employment
The terms of your employment will be as follows:
(a) Position and Responsibilities: You will serve in the offices of
President and Chief Executive Officer of the Company reporting to the
Board of the Company. You will
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perform or fulfil such duties and responsibilities as the Board of the
Company may prescribe from time to time or as are incidental to the
position of President and Chief Executive Officer, subject to the
Company Act (British Columbia) and the memorandum and articles of the
Company. You will provide the Board of the Company with such
information regarding the affairs of the Group as the Board of the
Company may require, and at all times you will conform to the
reasonable instructions and directions of the Board of the Company.
You will also serve in the offices of President and Chief Executive
Officer of Xxxxx.xxx reporting to the Board of Xxxxx.xxx. You will
perform or fulfil such duties and responsibilities as the Board of
Xxxxx.xxx may prescribe from time to time or as are incidental to the
position of President and Chief Executive Officer, subject to the laws
of Florida and the memorandum, articles and by-laws of Xxxxx.xxx. At
all times you will conform to the reasonable instructions and
directions of the Board of Xxxxx.xxx. You will provide the Board of
Xxxxx.xxx with such information regarding the affairs of the Group as
the Board of Xxxxx.xxx may require, and at all times you will conform
to the reasonable instructions and directions of the Board of
Xxxxx.xxx.
Your covenants and agreements in this Agreement will be for the
benefit of, and be enforceable by, the Company as well Xxxxx.xxx.
(b) Director: During the Term of this Agreement or any extension thereof,
you will serve as a director of both the Company and Xxxxx.xxx if so
elected or appointed and subject to the memorandum, articles and
by-laws of the Company and Xxxxx.xxx and the laws of British Columbia
and Florida.
(c) Scope of Duties: During your employment, you will devote the whole of
your time, attention and abilities during normal business hours to the
duties hereby granted and accepted and you will give the Company and
Xxxxx.xxx the full benefit of your knowledge, expertise, technical
skill and ingenuity.
(d) Salary: You will receive an annual salary (the "Salary") from the
Company in the amount of CDN$250,000 payable in accordance with the
Company's standard salary payment schedule. Payment of your Salary
will be subject to source deductions and other deductions required to
be deducted and remitted under applicable provincial or federal laws
of Canada or Company policy.
(e) Stock Options: Subject to regulatory approval, Xxxxx.xxx will grant to
you:
(i) stock options which in the aggregate will enable you to
purchase 300,000 common shares of Xxxxx.xxx at a price of
US$4.75 per share. The stock options granted must be
exercised no later than five years after the Commencement
Date. The right to take up 1/24 of the shares will vest on
the last day of the month during which this Agreement
commences and thereafter on the last day of each month until
all of the shares are so vested; and
(ii) stock options which in the aggregate will enable you to
purchase a further 300,000 common shares of Xxxxx.xxx at a
price of US$4.75 per share. The stock options granted must
be exercised no later than five years after the Commencement
Date. The right to take up shares pursuant to the stock
options will vest with you as follows:
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(A) the right to take up 1/3 of the shares will vest on the
date immediately following the first business day the
closing price of the shares on the Over-The-Counter
Bulletin Board ("OTC BB") equals or exceeds US$20;
(B) the right to take up 1/3 of the shares will vest on the
date immediately following the first business day the
closing price of the shares on the OTC BB equals or
exceeds US$30; and
(C) the right to take up 1/3 of the shares will vest on the
date immediately following the first business day the
closing price of the shares on the OTC BB equals or
exceeds US$40.
(f) Vacation Entitlement: You will receive paid vacation equal to three
weeks per annum, pro-rated for any partial year of employment. Your
vacation must be taken in accordance with the Company's vacation
policy in effect from time to time.
(g) Medical Insurance and Other Benefits: You will have the same rights as
all other executive employees to participate in any medical insurance,
health insurance, life and accident insurance programs as are now or
may hereafter be established by the Company for the benefit of its
executive employees.
You will have the benefits provided, from time to time, in accordance
with the practise of the Company.
(h) Travel Expenses: The Company and Xxxxx.xxx will reimburse you for all
reasonable travelling and other out-of-pocket expenses actually and
properly incurred by you in connection with your duties under this
Agreement provided that you first furnish statements and vouchers for
all such expenses to the Company and Xxxxx.xxx.
(i) Relocation: You will work out of the Company's office in Vancouver,
British Columbia. On the Commencement Date, the Company will pay you a
relocation allowance equal to CDN$15,000.
(j) Extension of Term: If the Company and Xxxxx.xxx do not, on or before
the date that is 90 days before the end of the Term of this Agreement
or any extension thereof, provide you with written notice that the
Company and Xxxxx.xxx do not wish to extend the Term of this Agreement
for an additional one year period, the Term of this Agreement will,
subject to your consent, be deemed to be extended for an additional
one year period on the same terms and conditions as provided for under
this Agreement.
(k) Indemnification and Liability Insurance: The Company and Xxxxx.xxx
agree, subject to obtaining any necessary court approval, to indemnify
you, your heirs and personal representatives, against all costs,
charges and expenses, including an amount paid to settle an action or
satisfy a judgment, actually and reasonably incurred by you, including
an amount paid to settle an action or satisfy a judgment in a civil,
criminal or administrative action or proceeding to which you are made
a party because of being or having been a director or officer of the
Company or Xxxxx.xxx, including an action brought by the Company or
Xxxxx.xxx, if:
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(i) you acted honestly and in good faith with a view to the best
interests of the Company or Xxxxx.xxx, as applicable; and
(ii) in the case of a criminal or administrative action or
proceeding, you had reasonably grounds for believing your
conduct was lawful.
The Company and Xxxxx.xxx agree to use their best efforts to purchase
and maintain insurance for your benefit against any liability incurred
by you as a director or officer.
(l) Prior Employers: The Company and Xxxxx.xxx are not employing you to
obtain the confidential information or business opportunities of any
prior employer and you are hereby requested and directed to comply
with any obligations to any prior employer.
3. Assignment of Interest in Inventions
As consideration for your employment, you covenant and agree as follows:
(a) Disclosure: You will make prompt and full disclosure to the Company
and Xxxxx.xxx of any discovery, invention, development, production,
process or improvement relating to the Business of the Group,
conceived, made, improved upon or participated in by you, solely or
jointly, in the course of or relating to your employment with the
Company and Xxxxx.xxx (the "Inventions").
(b) Assignment: You agree that the Company and Xxxxx.xxx will hold all
Intellectual Property Rights in respect of the Inventions for the
exclusive benefit of the Company and Xxxxx.xxx and you agree not to
claim or apply for registration or challenge the Company's or
Xxxxx.xxx's registration of any such Intellectual Property Rights.
Your acceptance of the terms of this Agreement constitutes your
absolute, unconditional and irrevocable assignment, transfer and
conveyance of all past, present and future right, title, benefit and
interest in and to all Intellectual Property Rights in respect of the
Inventions. You hereby waive in favour of the Company and Xxxxx.xxx
all claims of any nature whatsoever that you now or hereafter may have
for infringement of any Intellectual Property Rights for the
Inventions so assigned to the Company and Xxxxx.xxx. To the extent
that copyright may subsist in the Inventions, you hereby waive all
past, present and future moral rights you may have.
(c) Intellectual Property Protection: By your acceptance you irrevocably
agree the Inventions and all related Intellectual Property Rights will
be the absolute and exclusive property of the Company and Xxxxx.xxx.
The Company and Xxxxx.xxx may apply for patent, copyright or other
intellectual property protection in their names or, where such
procedure is proper, in your name, anywhere in the world. You will, at
the Company's or Xxxxx.xxx's request, execute all documents and do all
such acts and things considered necessary by the Company or Xxxxx.xxx
to obtain, confirm or enforce any Intellectual Property Rights in
respect of the Inventions. If the Company or Xxxxx.xxx requires but is
unable to secure your signature for any such purpose in a timely
manner, you hereby irrevocably designate and appoint the Company and
Xxxxx.xxx and any duly authorized officer or agent of the Company and
Xxxxx.xxx as your agent and attorney, to act for you and in your
behalf and stead to execute any such documents and to do all other
lawfully permitted acts to carry out the intent of this provision,
with the same legal force and effect as if executed or done by you.
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4. Obligations of Employment
You further covenant and agree as follows:
(a) Performance and Duty: Throughout your employment you will well and
faithfully serve the Company and Xxxxx.xxx and use all reasonable
endeavours to promote the interests of the Company and Xxxxx.xxx. You
will act honestly, in good faith and in the best interests of the
Company and Xxxxx.xxx. You will adhere to all applicable policies of
the Company and Xxxxx.xxx.
(b) Business of the Group: You will not, during your employment with the
Company and Xxxxx.xxx, engage in any business, enterprise or activity
that is contrary to or detracts from the due performance of the
Business of the Group.
(c) Confidentiality: You will retain all Confidential Information
developed, utilised or received by each member of the Group in the
strictest confidence and will not disclose or permit the disclosure of
Confidential Information in any manner other than in the course of
your employment with and for the benefit of the Company and Xxxxx.xxx
or as required by law or a regulatory authority having jurisdiction.
You will not use Confidential Information for your own personal
benefit or permit it to be used for the benefit of any Person other
than the Company or Xxxxx.xxx, either during your employment with the
Company and Xxxxx.xxx or thereafter. You will take all reasonable
precautions to prevent any Person from having unauthorized access to
Confidential Information or use of it. In particular, you will not
copy, modify or part with any Confidential Information, in whole or in
part, except with the written approval of the Company or Xxxxx.xxx or
as may be required to carry out your duties under this Agreement. All
copies of Confidential Information, and all documents and electronic
or other records which now or hereafter may contain Confidential
Information, are and will remain the exclusive and absolute property
of the Company and Xxxxx.xxx.
(d) Exceptions: Any obligations specified in subsection 4(c) will not
apply to the following:
(i) any information which is presently in the public domain; or
(ii) any information that subsequently becomes part of the public
domain through no fault of your own.
(e) Restrictions: You agree to comply with all of the restrictions set
forth below at all times during your employment and for a period of
one year after the termination of your employment and this Agreement:
(i) you will not, either individually or in conjunction with any
Person, as principal, agent, director, officer, employee,
investor or in any other manner whatsoever, directly or
indirectly, engage in or become financially interested in an
internet-based Competitive Business. The foregoing will not
prevent you from holding any class of publicly held shares
of a company, partnership or other organization provided
that you, alone or in conjunction with any other Person,
will not directly or indirectly hold more than 5% percent of
the shares of any such class;
(ii) you will not, either directly or indirectly, on your own
behalf or on behalf of others, solicit, divert or
appropriate or attempt to solicit, divert or appropriate to
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any Competitive Business, any Business or actively sought
prospective Business of the Group or any customers with whom
any member of the Group has current agreements relating to
the Business of the Group, or with whom you have dealt, or
with whom you have supervised negotiations or business
relations, or about whom you have acquired Confidential
Information in the course of your employment;
(iii) you will not, either directly or indirectly, on your own
behalf or on behalf of others, solicit, divert or hire away,
or attempt to solicit, divert, or hire away, any independent
contractor or any person employed by the any member of the
Group or persuade or attempt to persuade any such individual
to terminate his or her employment with any member of the
Group; and
(iv) you will not directly or indirectly impair or seek to impair
the reputation of any member of the Group, nor any
relationships that any member of the Group has with its
employees, customers, suppliers, agents or other parties
with which any member of the Group does business or has
contractual relations.
(f) No Personal Benefit: You will not receive or accept for your own
benefit, either directly or indirectly, any commission, rebate,
discount, gratuity or profit from any Person having or proposing to
have one or more business transactions with any member of the Group,
without the prior approval of the Board of such member of the Group.
(g) Customer Contacts: During your employment you will communicate and
channel to the Company and Xxxxx.xxx all knowledge, business and
customer contacts and any other information that could concern or be
in any way beneficial to the Business of the Group. Any such
information communicated as aforesaid will be and remain the property
of the Company and Xxxxx.xxx notwithstanding the subsequent
termination of your employment.
(h) Return of Company Property: Upon termination of your employment, you
will promptly return to the Company and Xxxxx.xxx all Company and
Xxxxx.xxx property including all written information, tapes, discs or
memory devices and copies thereof, and any other material on any
medium in your possession or control pertaining to the Business of the
Group, without retaining any copies or records of any Confidential
Information whatsoever. You will also return any keys, pass cards,
identification cards or other property belonging to the Company or
Xxxxx.xxx.
5. Termination
(a) Resignation: If for any reason you should wish to leave the Company
and Xxxxx.xxx prior to the expiry of the Term or any extension
thereof, you will provide the Company and Xxxxx.xxx 30 days' prior
written notice of your intention.
(b) With Cause: The Company and Xxxxx.xxx may terminate your employment at
any time for Cause, provided no Change of Control has occurred within
the preceding 90 days, immediately after delivery by the Company or
Xxxxx.xxx to you of a notice of termination of your employment for
Cause, in which case you will not be entitled to receive any further
amounts (except for amounts, if any, accrued under this Agreement up
to the date of termination of your employment and unpaid at the date
of such
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termination), severance pay, notice, payment in lieu of notice or
damages of any kind and you will have thereupon released all claims
and entitlements thereto, without limitation.
(c) Without Cause: The Company and Xxxxx.xxx may terminate your employment
at any time prior to the expiry of the Term or any extension thereof
without Cause, provided no Change of Control has occurred within the
preceding 90 days, by providing you with 30 days' prior written
notice. In the event your employment is terminated pursuant to this
subsection 5(c):
(i) on or before January 1, 2000, then the Company will pay to
you immediately upon such termination six months' Salary
based on your Salary in effect immediately prior to such
termination; or
(ii) after January 1, 2000 but on or before July 1, 2001, then
the Company will pay you the amount of Salary that would
otherwise have been payable to you up to and including July
1, 2001 based on your Salary in effect immediately prior to
such termination; or
(iii) after July 1, 2001, then the Company will pay you the amount
of Salary that would otherwise have been payable to you
during the remainder of the Term or any extension thereof
based on your Salary in effect immediately prior to such
termination.
In addition, in the event your employment is terminated pursuant to
this subsection 5(c), all outstanding stock options granted to you by
Xxxxx.xxx pursuant to paragraph 2(e)(i) will immediately vest upon
such termination.
You understand that you will be limited to the aforesaid compensation
and that upon providing you with such compensation the Company and
Xxxxx.xxx will have satisfied all of their contractual, common law and
statutory obligations. You will not be entitled to receive any further
severance pay, notice, payment in lieu of notice or damages of any
kind and you will not be entitled to receive any further amounts
(except for amounts, if any, accrued under this Agreement up to the
date of termination of your employment and unpaid at the date of such
termination) and you will have thereupon released all claims and
entitlements thereto including, without limitation, any claims and
entitlements under the Employment Standards Act (British Columbia).
The aforesaid compensation will be subject to all source deductions
and other deductions required to be deducted and remitted under
applicable provincial or federal laws of Canada or Company policy.
(d) Change of Control: You may terminate your employment if there is a
Change of Control, upon giving the Company and Xxxxx.xxx not less than
30 days' prior written notice of your resignation, provided that such
resignation is given to the Company and Xxxxx.xxx within 90 days of
your learning of the Change of Control and makes express written
reference to the Change of Control. In the event your employment is
terminated pursuant to this subsection 5(d):
(i) the Company will pay to you immediately upon such
termination an amount equal to two times the annual Salary
in effect immediately prior to such termination; and
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(ii) all outstanding stock options granted to you by Xxxxx.xxx
pursuant to subsection 2(e) will immediately vest upon such
termination.
You understand that you will be limited to the aforesaid compensation
and that upon providing you with such compensation the Company and
Xxxxx.xxx will have satisfied all of their contractual, common law and
statutory obligations. You will not be entitled to receive any further
severance pay, notice, payment in lieu of notice or damages of any
kind and you will not be entitled to receive any further amounts
(except for amounts, if any, accrued under this Agreement up to the
date of termination of your employment and unpaid at the date of such
termination) and you will have thereupon released all claims and
entitlements thereto including, without limitation, any claims and
entitlements under the Employment Standards Act (British Columbia).
The aforesaid compensation will be subject to all source deductions
and other deductions required to be deducted and remitted under
applicable provincial or federal laws of Canada or Company policy.
6. Agreement Voluntary and Equitable
The parties agree that you each have carefully considered and understand the
terms of employment contained in this Agreement, that the terms are mutually
fair and equitable, and that you each have executed this Agreement voluntarily
and of your own free will.
7. Irreparable Harm
You acknowledge and agree that any breach of section 3, subsection 4(c) or
subsection 4(e) of this Agreement by you will cause irreparable harm to the
Company and Xxxxx.xxx and in addition to all of the remedies available to the
Company and Xxxxx.xxx by law, the Company and Xxxxx.xxx will be entitled to
equitable relief including without limitation, injunctive relief to ensure your
compliance with section 3 and subsections 4(c) and 4(e) of this Agreement.
8. Assignment and Enurement
You may not assign this Agreement, any part of this Agreement or any of your
rights under this Agreement without the prior written consent of the Company and
Xxxxx.xxx. This Agreement enures to the benefit of and is binding upon you, the
Company and Xxxxx.xxx and your respective heirs, executors, administrators,
successors and permitted assigns.
9. Severability
If any provision or portion of this Agreement is determined to be invalid or
unenforceable for any reason, then that provision or portion will be severed
from this Agreement. The rest of this Agreement will remain in full force and
effect.
10. Entire Agreement
This Agreement contains the whole agreement between you and the Company and
Xxxxx.xxx with respect to your employment by the Company and Xxxxx.xxx, and
there are no representations, warranties, collateral terms or conditions,
express or implied, other than as set forth in this Agreement. This Agreement
supersedes any written or oral agreement or understanding between you and the
Company and Xxxxx.xxx. No change or modification of this Agreement will be valid
unless it is in writing and initialled by all parties.
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11. Notice
Any notice required or permitted to be given hereunder must be in writing and
will be sufficiently given or made if delivered or sent by registered mail to
the address of the parties set out on page 1 hereof. Any notice so given will be
deemed to have been given and to have been received on the day of delivery if it
is a business day and otherwise on the next succeeding business day or, if
mailed, on the third business day following the mailing thereof (excluding each
day during which there exists any interruption of postal services due to strike,
lockout or other cause). Addresses for notice may be changed by giving notice in
accordance with this section.
12. Non-waiver
No failure or delay by you or by the Company or Xxxxx.xxx in exercising any
power or right under this Agreement will operate as a waiver of such power or
right. Any consent or waiver by you or by the Company or Xxxxx.xxx to any breach
or default under this Agreement will be effective only in the specific instance
and for the specific purpose for which it was given.
13. Survival of Terms
The provisions of sections 1, 3, 5 and 7 and of subsections 4(c), 4(e), 4(g) and
4(h) of this Agreement will survive the termination of your employment and this
Agreement.
14. Further Assistance
The parties will execute and deliver any documents and perform any acts
necessary to carry out the intent of this Agreement.
15. Time
Time is of the essence of this Agreement.
16. Governing Laws
This Agreement will be construed in accordance with and governed by the laws of
British Columbia and the laws of Canada applicable in British Columbia.
17. Counterparts
This Agreement may be executed in two or more counterparts, each of which will
be deemed to be an original and all of which will constitute one Agreement.
XXXXX.XXX (CANADA) ENTERPRISES INC.
By: /s/ Xxxxxx Xxxxxx
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Name: Xxxxxx Xxxxxx
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Title: President
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XXXXX.XXX, INC.
By: /s/ Xxxxxx Xxxxxx
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Name: Xxxxxx Xxxxxx
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Title: President
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I acknowledge and accept the terms and conditions of my employment with the
Company and Xxxxx.xxx as set out above.
DATED this 17th day of June, 1999.
/s/ Xxxxx Xxxxxx
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XXXXX XXXXXX
