EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT made this 6th day of July, 2007, to be effective as of
JANUARY 1, 2007 (the "Effective Date"), by and between XXXXXX X. XXXXXXXXXX,
individually, whose address is 0000 Xxxxxxxx Xxxxx Xxxx., #000 Xxxxxx, XX 00000
("Executive"), GREENSHIFT CORPORATION, a corporation of the State of Delaware,
whose address is Xxx Xxxx Xxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000
("GreenShift"), and GS AGRIFUELS CORPORATION, a corporation of the State of
Delaware, whose address is Xxx Xxxx Xxxxx, Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000
("GSGF"). GreenShift, GSGF and Executive shall hereinafter collectively, at
times, be referred to as the "Parties" or individually, at times, as a "Party"
and this Employment Agreement shall hereinafter, at times, be referred to as the
"Agreement."
WHEREAS:
A. GreenShift is a publicly traded company that develops and supports
companies and technologies that facilitate the efficient use of
natural resources;
B. GSGF was founded by GreenShift and is now a publicly traded company
whose business model is based on the manufacturing and sales of
proprietary equipment, including biodiesel equipment, and the use of
new technologies to produce biodiesel, synthetic diesel, and ethanol
from non-traditional feedstocks such as corn oil and cellulosic
biomass through the utilization of several new proprietary
technologies (the "Business");
C. Executive provided material services to GreenShift as its vice
president of acquisitions and strategic transactions pertaining to the
formation of GSGF and GSGF's completion of a series of strategic
transactions resulting in virtually all of GSGF's current activities;
D. GSGF desires to obtain the exclusive continuing services of Executive
as its employee, in the capacity of PRESIDENT AND CHIEF EXECUTIVE
OFFICER of GSGF, and Executive desires to provide services to GSGF as
its employee, in such capacities, and in accordance with the terms,
conditions and covenants set forth in this Agreement; and,
E. GSGF would not have provided Executive with the opportunities,
information and other benefits hereinafter described if Executive had
not agreed to provide all reasonably necessary services relative to
the Business for GSGF as specified hereunder for the full term hereof
and pursuant to the terms, conditions and covenants of this Agreement.
NOW THEREFORE THIS AGREEMENT WITNESSETH THAT in consideration of the premises
and the mutual covenants, agreements, representations and warranties contained
herein, and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties hereto hereby agree as follows:
1. EMPLOYMENT
A. Employment
GSGF hereby hires and employs Executive to serve as its President and
Chief Executive Officer. Executive shall have those duties and
responsibilities as shall be determined, from time to time, by GSGF's
Board of Directors.
B. Acceptance
Executive hereby accepts its employment hereunder, subject to all of
the terms, conditions and covenants contained in this Agreement.
C. Loyalty
Executive shall devote any and all reasonably necessary time to the
Business, attention and best efforts to the performance of his duties
under this Agreement. During the term of his employment under this
Agreement, Executive shall not at any time or place or to any extent
whatsoever, either directly or indirectly, without the express prior
written consent of GSGF obtained in each instance, voluntarily engage
in any conduct, litigation, business practice, governmental,
regulatory or administrative agency's investigation or dispute or in
any activity whatsoever competitive with, adverse to or detrimental to
the business or affairs of GSGF, whether alone, as a partner, or as a
past or present officer, director, employee, agent, member or
shareholder or in any other capacity whatsoever, of any company or
other entity except under, and pursuant to, this Agreement, and all
fees, commissions, or other income attributable to Executive's
business services relative to the Business during the term of this
Agreement shall inure to and belong to and be the sole property of
GSGF, as the case may be, subject to the terms and conditions set
forth below.
Other than for activities and those activities directly related to
those listed below in Exhibit A, Executive shall not act as an
employee, consultant, independent contractor or otherwise for any
other person, corporation, LLC, LLP, joint venture, partnership or
other entity whatsoever nor conduct any other business whatsoever
during the term of this Agreement without the express written consent
of GSGF obtained in each instance in advance except as provided
herein. Notwithstanding the foregoing to the contrary, nothing herein
shall prevent Executive from being a passive investor or receiving
dividend or interest income or capital gains from investments, all of
which GSGF acknowledges it shall have no entitlement to. Furthermore,
Executive may serve as a member of a board of directors or other
organization(s) which do not compete with GSGF and which do not pose
any conflict of interest or appearance of conflict of interest, and
may participate in other professional, civic, governmental
organizations or activities. Any and all such activities shall be
disclosed to GSGF's Board of Directors, in advance, during the term of
this Agreement. Attached hereto in Exhibit A are those activities
currently disclosed by Executive and acknowledged by GSGF. It is
understood that Exhibit A may be amended from time to time in a manner
consistent with the Terms hereof.
D. Location
Executive shall perform services for GSGF at such locations as may be
mutually agreed upon by the Parties from time to time.
2. RESPONSIBILITIES OF EXECUTIVE
A. Best Efforts
Executive shall use his best efforts on a full time and regular basis
to perform those services which are customary and consistent with
Executive's role with GSGF, or as otherwise directed by GSGF's Board
of Directors and assist GSGF in a diligent and aggressive manner with
the operation and growth of GSGF and in obtaining new business,
acquisition targets, technologies, strategic alliances and other
growth producing opportunities.
B. Cooperation and Conduct
Executive shall work with GSGF to assure that he and all employees of
GSGF at all times cooperate with GSGF personnel, conduct themselves in
a manner consistent with the high image, reputation and credibility of
GSGF and engage in no activities which reflect adversely on GSGF.
C. Reports
Executive shall furnish GSGF, at intervals as reasonably requested by
GSGF, with all financial reports, budgets, forecasts, and such other
information regarding his business efforts on behalf of GSGF under
this Agreement as GSGF may request from time to time.
D. Meetings
Executive shall attend any and all meetings and trade shows as reasonably
required by GSGF, at GSGF's expense.
E. Compliance with Laws
Executive shall comply with all applicable federal, state and local
laws and regulations in performing its obligations hereunder.
F. Business Practices
Executive acknowledges GSGF's corporate policy prohibiting its
employees from receiving or offering any gifts, rebates or other
payments in connection with any GSGF related business transaction or
relationship, and hereby represents and covenants that he has not
made, and will not make, any such payment(s) in connection with any
GSGF related business transaction or relationship and will notify GSGF
immediately if any party requests that any such prohibited payment be
made.
3. SCOPE AND LIMITATIONS OF EXECUTIVE'S AUTHORITY
A. Trade Practices
At no time shall Executive make any false or misleading
representations or engage in any other unfair or deceptive trade
practices with respect to GSGF. Executive shall refrain from
communicating any representations, guarantees or warranties with
respect to GSGF, except such as are authorized expressly by GSGF in
writing or are set forth in GSGF's literature.
B. Relationship of the Parties
Executive acknowledges that he is being engaged hereunder as a full
time employee of GSGF. Other than those listed in Exhibit A attached
hereto, Executive shall not engage in any other commercial venture
during the term hereof without GSGF's prior written consent. Subject
to the exclusions specifically set forth in Section 1 hereof,
Executive further acknowledges and agrees that all income or other
earnings which accrue to Executive from his business efforts relative
to the Business on behalf of GSGF during the term of this Agreement
(and any extension thereof) shall be the sole and exclusive property
of GSGF, except as may be otherwise agreed upon in writing.
4. COMPENSATION
A. Salary
Subject to the terms hereof, the compensation to be paid by GSGF to
Executive in consideration for all services rendered hereunder shall
be an annual salary of ONE HUNDRED FIFTY THOUSAND ($150,000.00)
DOLLARS, U.S. currency, which salary shall be payable in the form of
registered shares of common stock until such time as GSGF generates
sufficient positive cash flows to support said salaries. If GSGF
generates cash flow sufficient to pay accrued salary in cash,
Executive at his sole option may choose to take cash in lieu of
registered shares of GSGF. After GSGF generates sufficient cash flow
to service said salaries, any salaries paid to Executive shall be paid
in cash by GSGF in accordance with GSGF's normal mode of payment
(i.e., weekly, bi-weekly) and shall be subject to all applicable
Federal and state withholdings. The salary shall be increased to an
annual salary of TWO HUNDRED FIFTY THOUSAND ($250,000.00) DOLLARS,
U.S. currency, in the event that GSGF completes an equity financing
which results in GSGF's receipt of a minimum of twenty five million
dollars in cash at a minimum valuation of $3.00 per share. Any future
increases in Executive's salary shall be made in the discretion of
GSGF's Board of Directors.
B. GreenShift; GSGF Share Grant
Executive shall, pursuant and subject to the terms and conditions of
that certain Stock Assignment Agreement by and between Executive and
GreenShift of even date herewith, receive 378,653 shares of GSGF's
Series C Preferred Stock (the "Series C Shares") which shares shall
vest immediately upon the execution hereof in recognition of
Executive's efforts assisting GreenShift with the development of
GSGF's Business, specifically including: (i) the procurement of
material third-party business for manufacturing division, Xxxxxxxx
Design Services, Inc., which is expected to be merged with GSGF in
2007, (ii) the negotiation, financing, and acquisition of NextGen
Fuel, Inc., (iii) the negotiation and execution of an investment in
and agreements for the exclusive rights to ZeroPoint Clean Technology
Inc.'s advanced new biomass gasification technology in the North
American corn ethanol industry, (iv) the negotiation for the
investment in and subsequent acquisition of GSGF's oilseed crush
division, Sustainable Systems, Inc., (v) the execution of agreements
for a minimum of $25 million in new biodiesel technology sales, and
(vi) the development of GSGF's corn oil-to-biodiesel business model
and go-to-market strategy, and (vii) the execution of agreements for
the development of multiple majority owned biodiesel facilities.
Collectively, these activities constitute virtually all of GSGF's
activities to date.
(1) The Parties acknowledge that GSGF currently has a total of
10,000,000 shares of authorized preferred stock, of which
8,962,650 shares are un-issued. GSGF agrees (i) that it shall
issue no more than 1,037,350 shares of GSGF preferred stock, (ii)
that it shall reduce the number of authorized GSGF preferred
stock to 1,037,350 shares as soon as practicable, (iii) that it
shall not issue any new shares of GSGF preferred stock after the
full conversion or other reduction of said 1,037,350 preferred
shares, and (iv) that it shall reduce the number of authorized
GSGF preferred stock to zero shares as soon as practicable after
the full conversion or other reduction of said 1,037,350
preferred shares.
C. Vacation
Executive shall be entitled to FOUR (4) WEEKS (TWENTY (20) WORKING
DAYS) of paid vacation hereunder.
D. Benefit Plans
Executive shall be entitled to participate in benefit plans maintained
by Employer, pursuant to the terms and conditions of such plans, if
any, if approved by the Board of Directors and stockholders of
Employer. At a minimum, such benefit plans shall be the same as or
similar to those provided to other executives of GSGF.
E. Health Insurance
Executive shall be eligible for health insurance benefits (for
himself, his spouse and children) provided by GSGF in accordance with
the policy in place for GSGF, which may be modified from time to time,
in GSGF's sole and absolute discretion.
F. Bonus
Executive's performance shall be reviewed hereunder not less than
annually and GSGF's Board of Directors may, but shall not be required
to, in its sole discretion, pay Executive a bonus based upon
Executive's performance hereunder.
5. EXECUTIVE'S BUSINESS EXPENSES
Executive shall be reimbursed for normal and necessary business
expenses incurred in connection with his business efforts on GSGF's
behalf hereunder. Said expenses shall be presented to GSGF in
accordance with its customary policy for approval and shall be
promptly reimbursed.
6. TAXES
GSGF shall withhold all applicable employment taxes, including Federal
and state income taxes, Social Security and unemployment taxes,
disability or any similar taxes or other payments, with respect to
amounts earned or received by Executive hereunder.
7. COVENANTS
A. Confidential Information
Executive acknowledges that during the term of this Agreement and
otherwise during the course of performing services for GSGF, Executive
shall have access to certain written and non-written information which
GSGF considers confidential and proprietary ("Confidential
Information"). In consideration for Executive being granted access to
such Confidential Information and for the other benefits hereunder,
Executive hereby agrees that, during the term of this Agreement and
thereafter for a period of THREE (3) YEARS, Executive shall keep
secret and retain in strictest confidence, and shall not, without the
prior written consent of GSGF obtained in each instance, furnish, make
available or disclose to any third party, or use for the benefit of
himself or any third party, any Confidential Information. As used in
this Paragraph, "Confidential Information" shall mean any information
relating to the business or affairs of GSGF which is not generally
known to the public, including, but not limited to, product or
business plans, improvements and developments, GSGF financial
statements; customer and potential customer identities; names and
qualifications of GSGF employees, suppliers; pricing methodologies and
profit margins, including information regarding competitive bids,
business or acquisition strategies, internal company and product
methodologies and analyses, inventions, copyrightable work or other
proprietary information used or developed by GSGF in connection with
its business, and the existence and terms of this Agreement.
Notwithstanding the foregoing, Confidential Information shall not
include any information, which is or becomes in the public domain
through no wrongful act on the part of Executive or its employees or
agents.
B. Covenant Not To Compete
Executive agrees that during the term of this Agreement, and for a
period of THREE (3) YEARS. following the termination of his
relationship with the GSGF hereunder, regardless of the method or
manner of such termination, unless such termination is initiated by
GSGF without cause, he shall not, either individually or in
partnership or in conjunction with any person or persons, firm,
association, syndicate, company, corporation or other entity or
enterprise, as a principal, agent, officer, director, shareholder,
member, employee, consultant, employee or in any manner whatsoever,
carry on or be engaged in or connected with or interested in, advise,
or permit his name or any part thereof to be utilized, or be employed
by any person or persons, firm, association, syndicate, company,
corporation or other entity or enterprise engaged in or connected with
or interested in a business or venture which competes, in whole or in
part, with the Business wherever GSGF conducts operations with one or
more of GSGF's or any of its affiliates' proprietary technologies
and/or processes without written permission from the Board of
Directors of GSGF. Executive acknowledges that GSGF intends to conduct
business throughout the United States of America and therefore
requires the geographic breadth of the foregoing restriction. If the
scope of the foregoing restriction is too broad to permit enforcement
thereof to its fullest extent, then such restriction shall be enforced
to the maximum extent permitted by law, and Executive hereby consents
and agrees that such scope may be judicially modified accordingly in
any proceeding brought to enforce such restriction. Nothing herein
contained shall be deemed to prevent Executive from accepting
employment, whether full time or part time with any company, entity,
individual who was not a client of GSGF at the time of termination or
who is not in a consulting business, as a member of such company's
in-house staff.
C. Equitable Remedies
The restrictions contained in this Section 7 are necessary for the
protection of the business and goodwill of GSGF and are considered by
the Executive to be reasonable for such purpose. The Executive
acknowledges and agrees that any breach of this Section 7 is likely to
cause GSGF substantial and irrevocable damage which is difficult to
measure. Therefore, in the event of any such breach or threatened
breach, the Executive agrees and consents that GSGF, in addition to
such other remedies which may be available, shall have the right to
obtain temporary or permanent injunctive relief (along with reasonable
legal fees and costs provided GSGF is the prevailing party)
restraining such a breach or threatened breach and the right to
specific performance of the provisions of this Section 7 without the
necessity of proof of actual damages. Executive hereby waives the
adequacy of a remedy at law as a defense to such relief.
8. DURATION OF AGREEMENT/TERMINATION/SURVIVAL
A. Duration
Except in the case of earlier termination, as hereinafter specifically
provided, the term (the "Employment Period") of this Agreement shall
be as of the date first above written (the effective date hereof)
through and including FIVE (5) YEARS from the date first above
written; provided, however, that after expiration of the employment
period, this Agreement and the Employment Period shall automatically
be renewed each January 1 for successive one-year terms so that the
remaining term of this Agreement and the Employment Period shall
continue to be one year at all times after expiration of the
employment period unless the Company or the Executive delivers written
notice to the other party at least SIXTY (60) DAYS preceding the
expiration of the employment period or any one-year extension date of
the intention not to extend the term of this Agreement.
B. Termination
(1) Termination by Executive
In the case of termination by Executive, Cause shall exist if
GSGF breaches any provision of this Agreement or any other
agreement to which Executive and GSGF are parties.
(2) Termination by GSGF:
(i) Without Cause
Should GSGF terminate Executive's employment hereunder
without Cause, Executive shall be entitled as severance to
the greater of: (x) all salary payable for the balance of
the Employment Period and (y) three (3) years salary, and
Executive shall receive any bonuses declared but unpaid, any
unvested securities previously declared but un-issued or
issued to Executive, and payment of any un-reimbursed
business expenses.
(ii) With Cause
In the case of termination by GSGF, Cause shall exist if
Executive acts in any way materially damaging or detrimental
to the business or business reputation of GSGF or in any
manner which GSGF's Board of Directors, by a vote of a
majority of the members of GSGF's Board of Directors,
believes to be damaging or detrimental to or not in
compliance with the professional manner in which GSGF
conducts its business or otherwise based upon poor
performance hereunder as determined by GSGF's Board of
Directors.
(iii) Written Notice and Opportunity to Cure
In the event that the Board of Directors of GSGF believes
that Cause exists for the Executive's Termination, GSGF's
Board of Directors shall provide, in writing, to the
Executive a letter detailing: (x) the circumstances
constituting the alleged Cause, (y) the specific reasonable
remedies that would eliminate alleged Cause such that
Executive may retain position herein, and (z) provide a
period of thirty (30) days for Executive to effectuate such
reasonable remedies or others acceptable to the Board of
Directors.
(3) Additional Cause
Except for instances involving defaults of GreenShift's, GSGF's
or any of its affiliates' agreements with Cornell Capital
Partners, LP, or any of its affiliates, or any other voluntary
actions taken by GreenShift, GSGF or any of their affiliates,
cause shall exist for termination by either Party if the other
Party assigns or attempts to assign this Agreement, except as
permitted hereunder, liquidates or terminates its business, is
adjudicated a bankrupt, makes an assignment for the benefit of
creditors, invokes the provisions of any law for the relief of
debtors, or files or has filed against it any similar proceeding,
commits any crime (felony or misdemeanor) or has any
investigation or other governmental inquiry brought against it.
D. Survival
ALL REPRESENTATIONS, WARRANTIES, COVENANTS AND AGREEMENTS CONTAINED IN
THIS AGREEMENT, OR IN ANY SCHEDULE, CERTIFICATE, DOCUMENT OR STATEMENT
DELIVERED PURSUANT HERETO, SHALL SURVIVE THE TERMINATION OF THIS
AGREEMENT AND SHALL BE DEEMED TO HAVE BEEN RELIED UPON (AND NOT BE
AFFECTED IN ANY RESPECT BY) THE TERMINATION OF THIS AGREEMENT.
9. ASSIGNMENT
No Party may assign, transfer or sell all of any of its rights under this
Agreement (or delegate all or any of its obligations hereunder) without the
prior written consent of the other Party. Subject to these restrictions,
the provisions of this Agreement shall be binding upon and inure to the
benefit of the Parties, their successors and permitted assigns.
10. WAIVER
The waiver by either Party of any of its rights or any breaches of the
other Party under this Agreement must be in writing to be effective and any
such waiver in a particular instance shall not be construed as a waiver of
the same or different rights or breaches in subsequent instances. All
remedies, rights undertakings and obligations hereunder shall be
cumulative, and none shall operate as a limitation of any other.
11. NOTICES
All notices and demands of any kind which either GSGF or Executive may be
required or desire to serve upon the other under the terms of this
Agreement shall be in writing and shall be served by personal delivery, by
certified mail-return receipt requested or by commercial courier service,
at the addresses set forth in this Agreement or at such other addresses as
may be designated hereafter by the Parties in writing. If by personal
delivery or commercial courier, service shall be deemed complete upon the
delivery date. If by certified mail, service shall be deemed complete upon
the date of the mailing.
12. EXECUTION
This Agreement shall become effective only upon its execution by Executive
within or outside the State of New Page 8 of 9 York and its subsequent
execution by GSGF in the State of New York, as of the Effective Date.
13. SEVERABILITY
In the event that any of the provisions of this Agreement or the
application of any such provisions to the Parties hereto with respect
to their obligations hereunder shall be held by a court of competent
jurisdiction to be unlawful or unenforceable, the remaining provisions
of this Agreement shall remain in full force and effect, and shall not
be affected, impaired or invalidated in any manner.
14. PARAGRAPH HEADINGS AND LANGUAGE INTERPRETATIONS
The paragraph headings contained herein are for reference only and
shall not be considered substantive provisions of this Agreement. The
use of a singular or plural form shall include the other form, and the
use of a masculine, feminine or neuter gender shall include the other
genders, as applicable.
15. ENTIRE AGREEMENT
This Agreement constitutes the final agreement between the Parties
pertaining in any manner to the subject matter hereof, and contains all of
the covenants and undertakings between the Parties with respect to said
subject matter. Each party to this Agreement acknowledges that no written
or oral representations, inducements, promises or agreements have been made
which are not embodied herein and the Parties will not rely on any future
oral representations, inducements, promises or agreements unless embodied
in a written amendment hereto. Any and all prior or contemporaneous,
written or oral agreements between the Parties pertaining in any manner to
the subject matter of this Agreement expressly are superseded and canceled
by this Agreement. Except as otherwise provided herein, this Agreement may
not be amended, modified or supplemented, except by a written instrument
signed by both parties hereto. IT IS THE INTENTION AND DESIRE OF THE
PARTIES THAT THE EXPRESS PROVISIONS OF THIS AGREEMENT NOT BE SUBJECT TO
VARIATION BY IMPLIED COVENANTS OF ANY KIND.
16. COUNTERPARTS
This Agreement may be executed in ONE (1) or more counterparts, each of
which will be deemed to be any original copy of this Agreement and all of
which, taken together, shall be deemed to constitute ONE (1) and the same
Agreement.
17. CONSENT TO JURISDICTION
GSGF and Executive hereby submit and consent to the exclusive venue and
jurisdiction of the Supreme Court of the State of New York in respect of
the interpretation and enforcement of the provisions of this Agreement, and
hereby waive and agree not to assert as a defense in any action, suit or
proceeding for the interpretation or enforcement of this Agreement, that it
is not subject thereto or that such action, suit or proceeding may not be
brought or is not maintainable in said courts or that this Agreement may
not be enforced in or by said courts or that its property is exempt or
immune from execution, that the suit, action or proceeding is brought in an
inconvenient forum, or that the venue of the suit, action or proceeding is
improper. GSGF and Executive agree that service of process may be made in
any manner permitted by the laws of the State of New York or the federal
laws of the United States in any such action, suit or proceeding against
GSGF and Executive with respect to this Agreement. GSGF and Executive agree
that final judgment (with all right of appeal having expired or been
waived) against it in any such action, suit or proceeding shall be
conclusive and that the other Party is entitled to enforce such judgment in
any other jurisdiction by suit on the judgment, a certified copy of which
shall be conclusive evidence of the fact and amount of indebtedness arising
from such judgment.
18. ADVICE OF COUNSEL
THE PARTIES ACKNOWLEDGE THAT THEY HAVE EACH RECEIVED A COPY OF THIS
AGREEMENT, THAT THEY HAVE READ AND FULLY UNDERSTAND THIS AGREEMENT, AND
THAT THEY HAVE BEEN ADVISED TO SEEK AND HAVE SOUGHT OR WAIVED INDEPENDENT
LEGAL COUNSEL OF THEIR CHOICE TO AID IN THEIR UNDERSTANDING HEREOF.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed
the day and year first appearing above by their duly authorized officers, as set
forth below.
GS AGRIFUELS CORPORATION
By: /S/ XXXXX XXXXXXXX
---------------------------------------
XXXXX XXXXXXXX
Chairman
EXECUTIVE
By: /S/ XXXXXX X. XXXXXXXXXX
---------------------------------------
XXXXXX X. XXXXXXXXXX
Individually
EMPLOYMENT AGREEMENT
EXHIBIT A: NON-AFFILIATE ACTIVITIES ACKNOWLEDGEMENT
Organization Title Location
------------ ----- --------
WiseBuys Stores, Inc. .......... President/Treasurer/CFO/Chairman Gouverneur, NY
- Xxxxxxx Xxxxxxx Hardware Co. . Chairman Ogdensburg, NY
Seaway Capital, Inc. ........... President Gouverneur, NY
Seaway Capital Partners, LLC ... President Gouverneur, NY
Seaway Valley Fund, LLC ........ Managing Member Gouverneur, NY
New York Power Authority ....... Trustee White Plains, NY
Seaway Private Equity Consortium Board Member Potsdam, NY
SUNY Canton .................... Business School Advisory Board Canton, NY
