EMPLOYMENT AGREEMENT
Execution
Version
This
Employment Agreement (the “Agreement”) is entered into as of June 15, 2010, by
and between Phreadz, Inc. a Nevada corporation (together with its successors and
assigns permitted under the Agreement, the “Company”), and
Xxxxxxxxx Xxxxxx (the “Executive”), with
reference to the following facts:
WHEREAS,
the Company and the Executive desire to enter into this Agreement to provide for
the Executive’s employment by the Company, upon the terms and conditions set
forth herein.
NOW,
THEREFORE, the parties hereto, intending to be legally bound, hereby agree as
follows:
1. Employment. The
Company hereby agrees to Executive’s employment, and Executive hereby accepts
such employment and agrees to perform her duties and responsibilities in
accordance with the terms and conditions hereinafter set forth.
a. Start
Date. Executive’s employment shall commence July 5, 2010
(“Start
Date”).
b. Duties and
Responsibilities. Executive shall serve as Chief Executive
Officer. Executive shall perform all duties and accept all
responsibilities incident to such position or other appropriate duties as may be
assigned to Executive by the Company’s Executive Chairman (“Chairman”). Executive
shall report to the Chairman and the Company’s Board of Directors (the “Board”). Executive
shall perform faithfully, cooperatively and diligently all of her job duties and
responsibilities. Executive agrees to and shall devote her full time,
attention and effort to the business of the Company, its subsidiaries and
affiliates, and other assignments as directed by the Company’s
Chairman. Executive will expend her best efforts on behalf of the
Company in connection with her employment and will abide by all policies and
decisions made by Company, as well as all applicable federal, state and local
laws, regulations and ordinances. Executive shall work out of the San
Francisco office established by the Company at least seventy-five percent (75%)
of the time; the remaining twenty-five percent (25%) of Executive’s time shall
be spent working at locations identified by Executive and approved by the
Company’s Board. Executive shall not engaged in any other business,
job or consulting activity while she is employed as Chief Executive Officer of
the Company without the prior writhe consent of the
Chairman. Notwithstanding the foregoing, Executive is currently is
currently a director of those entities identified on Exhibit A, attached hereto,
and Executive shall be authorized to continue to serve as a director of such
entities for so long as such service does not conflict with the Company’s
interests and does not interfere with the performance of her duties
hereunder.
c. Director. The
Company shall include Executive as a nominee for appointment to the Company’s
Board of Directors at the Company’s annual meeting of stockholders for so long
as Executive is the Company’s Chief Executive Officer.
d. Base
Salary. For all of the services rendered by the Executive
hereunder, the Company shall pay the Executive an annual base salary (“Base Salary”) of Two
Hundred Fifty Thousand Dollars ($250,000), payable in installments in accordance
with the Company’s standard pay periods. The Executive’s Base Salary
shall be reviewed annually and, in the discretion of the of the Board, the
Executive’s Base Salary may be increased. An annual period under this
Agreement shall mean the period between July 1 to June 30. The Board,
in its discretion, may delegate some or all of its responsibilities under this
Section 1.c, Section 1.d and Section 1.e to the Compensation Committee of the
Board (the “Compensation
Committee”).
e. Annual
Bonus. In addition to the Base Salary provided for in Section
1.c. above, the Executive shall be eligible for an annual bonus (“Annual Bonus”) in an
amount up to and including one hundred percent (100%) of the Executive’s
then-current Base Salary. Fifty percent (50%) of the Annual Bonus (or
any portion thereof) shall be awarded at the discretion of the Company’s Board
of Directors and Compensation Committee. The remaining fifty percent
(50%) of the Annual Bonus shall subject to the achievement of Milestones (as
defined below) to be mutually established by Executive, the Board and the
company’s Compensation Committee. Executive shall submit the initial
annual proposed milestones to the Company’s Board for review and
consideration. Following the proposal of such milestones, the
Company’s Board shall work with Executive to revise the proposed milestones and
establish additional milestones (collectively, the “Milestones”), which
Milestones shall include certain fundraising and revenue
objectives. All Milestones shall be subject to the approval of
Executive and the Board. Executive and the Company shall attempt to
agree upon the Milestones for the initial twelve (12) months of this Agreement
within ninety (90) days of the Start Date. Thereafter, Milestones
shall be adopted on an annual basis. Until such time that Milestones
have been adopted, the portion of the Annual Bonus attributable to the
achievement of Milestones shall be subject to the sole discretion of the Board.
The Board, in its discretion, may delegate its responsibilities under this
Section 1.d to the Compensation Committee, in which case the Compensation
Committee shall make recommendations to the Board in accordance with this
Section 1.d.
f. Restricted Shares.
Effective as of the date hereof, Executive (or an entity wholly owned by
Executive), has agreed to purchase Two Million Five Hundred Sixty Thousand
(2,560,000) shares of common stock in the Company (the “Restricted Shares”)
from JLR Holdings International, LLC, a Nevada limited liability company (“JLR Holdings”), pursuant
to the terms of a Securities Purchase Agreement, dated as of even date hereof,
by and between Executive and JLR Holdings (the “Restricted Stock
Agreement”), at a purchase price per Restricted Share equal to $0.001
(the “Restricted Share
Purchase Price”). As partial consideration for the Company
entering into this Agreement, Executive and the Company shall concurrently enter
into a Restricted Stock Agreement pursuant to which Executive shall agree to
cause all of the Restricted Shares to be subject to a right of repurchase
(“Right of
Repurchase”) in favor of the Company in the event Executive ceases to
provide services to the Company pursuant to the terms of this Agreement
(including, without limitation, by reason of a voluntary termination, a
termination with or without Cause or a termination by reason of death or
disability). As set forth more fully in the Restricted Stock
Agreement, the Right of Repurchase shall lapse with respect to the Restricted
Shares pursuant to the following schedule: (i) with respect to twenty-five
percent of the Restricted Shares on July 5, 2011 (the “Cliff Vesting Date”)
and (ii) with respect to the remaining seventy-five percent (75%) of the
Restricted Shares in eighteen (18) equal monthly installments. In the
even the Company elects to exercise the Right of Repurchase, the repurchase
price per Restricted Share shall be equal to the Restricted Share Purchase
Price.
Notwithstanding
the foregoing, all of the Restricted Shares shall automatically be released from
the Right of Repurchase in connection with any Change of Control (as defined
below), provided Executive is providing continuous service to the Company
pursuant to this Agreement through the date of such Change of
Control. For purposes hereof, a “Change of Control”
shall mean (i) a merger or acquisition in which the Company is not the surviving
entity, except for a transaction the principal purpose of which is to change the
state of the Company’s incorporation; (ii) a stockholder approved sale, transfer
or other disposition of all or substantially all of the assets of the Company;
(iii) any reverse merger in which the Company is the surviving entity but in
which fifty percent (50%) or more of the Company’s outstanding voting stock is
transferred to holders different from those who held the stock immediately prior
to such merger; or (iv) any sale or transfer by the then existing stockholders
of the Company of fifty percent (50%) or more of the outstanding shares of the
Company of such then existing stockholders to any person or persons other than
the then existing stockholders of the Company.
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g. Stock
Options. Immediately following the adoption by the Company of
an employee Stock Option Plan, Executive shall be issued an option (the “Option”) to purchase
Six Million Seven Hundred Forty-Eight Thousand Three Hundred Sixteen (6,748,316)
shares of common stock in the Company (the “Option
Shares”). The Option Shares and the Restricted Shares
collectively represent a ten percent (10%) fully-diluted percentage interest in
the Company, such fully-diluted percentage assuming the issuance of shares of
common stock in a unit financing transaction being conducted by the Company (and
related warrants to purchase shares of common stock issued in connection
therewith), in an aggregate amount equal to One Million Five Hundred Thousand
Dollars ($1,500,000) (the “Financing”). The
Option shall have an exercise price per share equal to the fair market value of
a share of such Common Stock as of the date hereof. The Option shall
vest in accordance with the following schedule: (i) with respect to twenty-five
percent (25%) of the Option Shares on the Cliff Vesting Date; and (ii) with
respect to the remaining seventy-five percent (75%) of the Option Shares, in
eighteen (18) equal monthly installments following the Cliff Vesting Date, in
each case provided that Executive is providing continuous service to the Company
pursuant to this Agreement through and including each such vesting
date. Executive shall also be eligible for additional grants of
options at the discretion of the Company’s Board. The Board, in its
discretion, may delegate its responsibilities under this Section 1.e to the
Compensation Committee, in which case the Compensation Committee shall make
recommendations to the Board in accordance with this Section 1.e.
Notwithstanding
the foregoing, the Option shall automatically vest with respect to all of the
Option Shares in connection with any Change of Control (as defined below),
provided Executive is providing continuous service to the Company pursuant to
this Agreement through the date of such Change of Control.
h. Reimbursement of
Expenses. Executive shall be provided with full and prompt
reimbursement of expenses related to her employment by the Company (including
mobile telephone usage), in accordance with the Company’s existing expense
reimbursement policy, on a basis no less favorable than that which may be
authorized from time to time by the Board, in its sole discretion, for senior
level executives as a group. In addition to the above, Company
acknowledges that Executive shall be entitled to be reimbursed up to One
Thousand Dollars ($1,000) per month for necessary and appropriate travel and
related expenses incurred by Executive.
i. Automobile
Allowance. Executive shall be entitled to receive a Five
Hundred Dollar ($500) monthly automobile allowance, payable monthly in advance,
which shall include all costs attendant to the use of the automobile, including
without limitation, liability and property insurance coverage, costs of
maintenance and fuel. Notwithstanding the foregoing, the amount of
the monthly automobile allowance shall re reviewed by the Company
annually.
j. Relocation
Expenses. Company shall reimburse Executive for up to Five
Thousand Dollars ($5,000) in relocation expenses.
k. Vacation. Executive
shall be entitled to twenty-five (25) vacation days per year and holidays
in accordance with the Company’s normal personnel policies. Executive
shall coordinate extended vacations of more than five (5) consecutive business
days with the Company’s Chairman to ensure continuity of the Company’s business
in her absence.
l. Tax
Withholding. The Company may withhold from any compensation or
other benefits payable under this Agreement all federal, state, city or other
taxes as shall be required pursuant to any law or governmental regulation or
ruling.
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m. Benefits. Executive
and/or Executive’s family, as the case may be, shall be eligible for
participation in and shall receive all benefits under health and welfare benefit
plans, practices, policies, when and as the Company obtains such plans and to
the extent generally applicable to employees of the Company.
2. Indemnification;
Insurance. The Company shall indemnify the Executive to the
fullest extent allowed by applicable law and pursuant to that certain
Indemnification Agreement dated as of the Start Date, by and between the Company
and the Executive, as the same may be amended from time to time. The
Executive shall be covered by the Company’s directors’ and officers’ liability
insurance policy, if any.
3. Confidentiality
Agreement. Due to the nature of the Company’s business and
investment in research, marketing and sales plans, Executive will be required to
sign the Company’s standard form of Employee Confidentiality and Assignment of
Creative Works Agreement, in the form attached hereto as Exhibit B (the “Confidentiality
Agreement”). The Confidentiality Agreement shall remain in
full force and effect in accordance with the terms thereof and shall survive the
termination of Executive’s employment with the Company in accordance with its
terms.
4. Employment
Status. Executive’s continued employment with the Company is
subject to the ongoing review and approval of the Company in its sole and
absolute discretion. Employment with the Company is voluntarily
entered into and the Employee is free to resign at any time and for any
reason. Similarly, the Company has the same right to terminate the
employment relationship at any time and for any reason or for no reason, with or
without Cause (as defined below) and/or notice. Executive understands
that she is an “at-will” employee of the Company, and that this “at-will”
relationship cannot be modified except by written agreement between the Employee
and the Company.
5. Termination. Executive’s
employment with the Company shall automatically terminate upon the occurrence of
any one of the following events:
a. Disability. Unless
otherwise agreed to by the Company, Executive’s employment with the Company
pursuant to this Agreement shall terminate if the Executive is unable
substantially to perform her duties and responsibilities hereunder to the full
extent required by the Company by reason of illness, injury or incapacity for
six (6) consecutive months, or for more than six (6) months in the aggregate
during any period of twelve (12) calendar months (“Disability”). In
the event of such termination, the Company shall pay the Executive her Base
Salary through the date of such termination. In addition, Executive
shall be entitled to the following: (i) any amounts earned, accrued
or owing but not yet paid under Section 1 above; (ii) continued participation
for a period of six (6) months those benefit coverages in which Executive was
participating on the date of termination which, by their terms, permit a former
employee to participate; and (iii) any other benefits in accordance with
applicable plans and programs of the Company. In such event, the
Company shall have no further liability or obligation to Executive for
compensation under this Agreement except as otherwise specifically provided in
this Agreement. Executive agrees, in the event of a dispute under
this Section 4.a., to submit to a physical examination by a licensed physician
selected by the Company. The Company agrees that Executive shall have
the right to have her personal physician present at any examination conducted by
the physician selected by the Company.
b. Death. Executive’s
employment with the Company shall terminate in the event of Executive’s
death. In such event, the Company shall pay to Executive’s
executors, legal representatives or administrators, as applicable, Executive’s
Base Salary through the date of such termination. In addition,
Executive’s estate shall be entitled to: (i) any other benefits in
accordance with applicable plans and programs of the Company; and (ii) any death
benefit payable to Executive’s estate under any key man insurance policy
maintained by the Company and in effect at the time of Executive’s
death. The Company shall have no further liability or obligation
under this Agreement to Executive’s executors, legal representatives,
administrators, heirs or assigns or any other person claiming under or through
Executive except as otherwise specifically provided in this
Agreement.
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c. Cause. The
Company may terminate Executive’s employment with the Company, at any time, for
“Cause,” in which event all payments under this Agreement shall cease, except
for Base Salary to the extent already accrued. For purposes of this
Agreement, “Cause” shall mean:
(i) any willful, material violation of any law or regulation applicable to the
business of the Company or any subsidiary of the Company; (ii) conviction for,
or guilty plea to, a felony or a crime involving moral turpitude, or any willful
perpetration of a common law fraud; (iii) commission of an act of personal
dishonesty which involves personal profit in connection with the Company or any
subsidiary of the Company, or any other entity having a business relationship
with the Company or any subsidiary of the Company; (iv) any material breach of
any provision of any agreement or understanding between the Company or any
subsidiary of the Company and Executive regarding the terms of Executive’s
service as an employee to the Company or any subsidiary of the Company,
including without limitation, the willful and continued failure or refusal to
perform the material duties required of Executive as an employee of the Company
or any subsidiary of the Company (other than as a result of disability) or a
material breach of the Confidentiality Agreement between the Company or any
subsidiary of the Company and Executive; or (v) disregard of the policies of the
Company or any subsidiary of the Company, so as to cause material loss, damage
or injury to the property, reputation or employees of the Company or any
subsidiary of the Company if Executive has been given a reasonable opportunity
to comply with such policy or cure his failure to comply.
d. Termination by the Company
Without Cause. The Company may terminate the Executive’s
employment with the Company, at any time, without Cause. In the event
the Executive is terminated without Cause, the Executive shall be entitled to
receive:
i. any
amounts earned, accrued or owing but not yet paid pursuant to Section 1 above
(the “Accrued
Obligations”);
ii a
severance payment in an amount equal to six (6) months of Executive’s then
current Base Salary; and
iii a
continuation of all benefit coverages for which the Executive is eligible to
participate as of the Termination Date in a fashion which is similar to those
which the Executive is receiving immediately prior to the Termination Date for a
period of six (6) months after such termination without Cause.
Amounts
payable and benefits to be received pursuant to subsections (i), (ii), (iii) and
(iv) of the preceding sentence will be collectively referred to herein as the
“Severance
Package.”
6. Notice of
Termination. Any termination by Company for Cause shall be
communicated by a Notice of Termination (as defined below) to Executive in
accordance with Section 15 of this Agreement. For purposes of this
Agreement, a “Notice
of Termination” means a written notice which: (i) indicates
the specific termination provision in this Agreement relied upon; (ii) to the
extent applicable, sets forth in reasonable detail the facts and circumstances
claimed to provide a basis for termination of Executive’s employment under the
provision so indicated; and (iii) if the Date of Termination (as defined below)
is other than the date of receipt of such notice, specifies the Date of
Termination (which date shall be not more than fifteen (15) days after the
giving of such notice). The failure by Company to set forth in the
Notice of Termination any fact or circumstance which contributes to a showing
shall not waive any right of Company hereunder or preclude Company from
asserting such fact or circumstance in enforcing Company’s rights
hereunder.
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7. Date of
Termination. “Date of Termination”
means the date of death, Disability or the date of delivery of the Notice of
Termination or any later date specified therein, as the case may
be.
8. Non-Exclusivity of
Rights. Nothing in this Agreement shall prevent or limit the
Executive’s continuing or future participation in or rights under any benefit,
bonus, incentive or other plan or program provided by the Company or any
affiliate and for which the Executive may qualify; provided, however, that if
the Executive becomes entitled to and receives all of the payments provided for
in this Agreement, the Executive hereby waives his right to receive payments
under any severance plan or similar program applicable to all employees of the
Company.
9. Survivorship. The
respective rights and obligations of the parties hereunder shall survive any
termination of the Executive’s employment to the extent necessary to the
intended preservation of such rights and obligations.
10. Release. Receipt
of the Severance Package pursuant to Sections 5.d. shall be in lieu of all other
amounts payable by the Company to the Executive and in settlement and complete
release of all claims the Executive may have against the Company other than
those arising pursuant to payment of the Severance Package. The
Executive acknowledges and agrees that execution of a general release of claims
in favor of the Company setting forth the terms of this Section 9 and otherwise
reasonably acceptable to the Company and the Executive shall be a condition
precedent to the Company’s obligation to pay the Severance Package to the
Executive.
11. Payment of Severance
Package.
a. Payment
of the Severance Package pursuant to Sections 5.d. shall be paid less required
deductions for state and federal withholding tax, social security and all other
employment taxes as required by law. The Accrued Obligations will be
paid in a single lump sum payment on that date that is thirty (30) days after
the Date of Termination, unless otherwise required by law; provided that the
conditions to receive the Severance Package as set forth herein have been
satisfied.
b. The
payment of the amount described in Section 5.d.ii. will be paid in equal monthly
installments for a period of six (6) months (the “Severance Period”),
with the first such installment to be paid on the first day of the month that
coincides with or follows the date that is thirty (30) days after the Date of
Termination.
12. Section 409A of the U.S.
Internal Revenue Code.
a. The Specified Employee
Rule. To the extent any amount payable under this Agreement
represents a payment under a “nonqualified deferred compensation plan” (as
defined in Section 409A of the Internal Revenue Code of 1986, as amended (the
“Code”))
following a termination of employment or any “separation from service” as
defined in Section 409A(2)(A)(i) of the Code, then, notwithstanding any other
provision of this Agreement to the contrary, such payment shall be delayed and
made on the first day of the seventh (7th) month
following Executive’s “separation fro service,” but only if the Executive is
deemed to be a “specified employee” within the meaning of Section
409A(a)(2)(B)(i) of the Code.
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b. Good-Faith
Intention. The Company and Executive intend in good faith that
this Agreement comply with the applicable requirements of Section 409A of the
Code and that this Agreement be construed, interpreted and administered in
accordance with such intent. If the Company or Executive believes, at
any time, that this Agreement does not comply with Section 409A of the Code, it
will promptly advise the other party and will negotiate reasonably and in food
faith to amend the terms of this Agreement, with the most limited possible
economic effect on Company and Executive, such that it complies with Section
409A of the Code.
13. Mitigation. There
shall be no offset against amounts due the Executive under this Agreement on
account of any remuneration attributable to any subsequent employment that he
may obtain.
14. Arbitration;
Expenses. In the event of any dispute under the provisions of
this Agreement other than a dispute in which the sole relief sought is an
equitable remedy such as an injunction, the parties shall be required to have
the dispute, controversy or claim settled by arbitration in the City of San
Diego, California in accordance with the commercial arbitration rules then in
effect of the American Arbitration Association, before a panel of three
arbitrators, two of whom shall be selected by the Company and the Executive,
respectively, and the third of whom shall be selected by the other two
arbitrators. Any award entered by the arbitrators shall be final,
binding and non-appealable and judgment may be entered thereon by either party
in accordance with applicable law in any court of competent
jurisdiction. This arbitration provision shall be specifically
enforceable. The fees of the American Arbitration Association and the
arbitrators and any expenses relating to the conduct of the arbitration
(including reasonable attorneys’ fees and expenses) shall be paid as determined
by the arbitrators.
15. Notices. Any
notice required to be given hereunder shall be delivered personally, shall be
sent by first class mail, postage prepaid, return receipt requested, by
overnight courier, or by electronic mail or facsimile, to the respective parties
at the addresses given below, which addresses may be changed by the parties by
notice conforming to the requirements of this Agreement.
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If
to the Company:
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At
the Company’s primary executive office as set forth in the Company’s
public filings.
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With
a required copy to:
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Xxxxx
& Xxxxxxx LLP
Attn:
Xxxxxxx X. Xxxxx
000
X. Xxxxxxxx, Xxxxx 0000
Xxx
Xxxxx, XX 00000
xxxxxx@xxxxx.xxx
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If
to the Executive:
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Xxxxxxxxx
Xxxxxx
_______________________
_______________________
xxxxxx@xx.xxx
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Any such
notice deposited in the mail shall be conclusively deemed delivered to and
received by the addressee four (4) days after deposit in the mail, if all of the
foregoing conditions of notice shall have been satisfied. All
facsimile communications shall be deemed delivered and received on the date of
the facsimile, if (i) the transmittal form showing a successful transmittal is
retained by the sender, and (ii) the facsimile communication is followed by
mailing a copy thereof to the addressee of the facsimile in accordance with this
section. Any communication sent by overnight courier shall be deemed
delivered on the earlier of proof of actual receipt or the first day upon which
the overnight courier will guarantee delivery. All electronic mail
communications shall be deemed delivered and received on the date such
electronic mail communication is sent.
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16. Contents of Agreement;
Amendment and Assignment.
a This
Agreement supersedes all prior agreements and sets forth the entire
understanding between the parties hereto with respect to the subject matter
hereof and cannot be changed, modified, extended or terminated except upon
written amendment approved by the Company and executed on its behalf by a duly
authorized officer.
b. All
of the terms and provisions of this Agreement shall be binding upon and inure to
the benefit of and be enforceable by the respective heirs, executors,
administrators, legal representatives, successors and assigns of the parties
hereto, except that the duties and responsibilities of the Executive hereunder
are of a personal nature and shall not be assignable or delegable in whole or in
part by the Executive.
17. Severability. If
any provision of this Agreement or application thereof to anyone or under any
circumstances is adjudicated to be invalid or unenforceable in any jurisdiction,
such invalidity or unenforceability shall not affect any other provision or
application of this Agreement which can be given effect without the invalid or
unenforceable provision or application and shall not invalidate or render
unenforceable such provision or application in any other
jurisdiction. If any provision is held void, invalid or unenforceable
with respect to particular circumstances, it shall nevertheless remain in full
force and effect in all other circumstances.
18. Remedies Cumulative; No
Waiver. No remedy conferred upon a party by this Agreement is
intended to be exclusive of any other remedy, and each and every such remedy
shall be cumulative and shall be in addition to any other remedy given hereunder
or now or hereafter existing at law or in equity. No delay or
omission by a party in exercising any right, remedy or power hereunder or
existing at law or in equity shall be construed as a waiver thereof, and any
such right, remedy or power may be exercised by such party from time to time and
as often as may be deemed expedient or necessary by such party in its sole
discretion.
19. Beneficiaries;
References. The Executive shall be entitled, to the extent
permitted under any applicable law, to select and change a beneficiary or
beneficiaries to receive any compensation or benefit payable hereunder following
the Executive’s death by giving the Company written notice
thereof. In the event of the Executive’s death or a judicial
determination of his incompetence, reference in this Agreement to the Executive
shall be deemed, where appropriate, to refer to his beneficiary, estate or other
legal representative.
20. Captions. All
section headings and captions used in this Agreement are for convenience only
and shall in no way define, limit, extend or interpret the scope of this
Agreement or any particular section hereof
21. Executed
Counterparts. This Agreement may be executed in one or more
counterparts, all of which when fully-executed and delivered by all parties
hereto and taken together shall constitute a single agreement, binding against
each of the parties. To the maximum extent permitted by law or by any
applicable governmental authority, any document may be signed and transmitted by
facsimile or PDF electronic transmission with the same validity as if it were an
ink-signed document. Each signatory below represents and warrants by
his signature that he is duly authorized (on behalf of the respective entity for
which such signatory has acted) to execute and deliver this instrument and any
other document related to this transaction, thereby fully binding each such
respective entity.
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22. Governing
Law. This Agreement shall be governed by and interpreted under
the laws of the State of California without giving effect to any conflict of
laws provisions.
[Signature
Page Follows]
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Execution
Version
IN
WITNESS WHEREOF, the undersigned, intending to be legally bound, have executed
this Agreement as of the date first above written.
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“Company”:
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a
Nevada corporation
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By:
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Name:
Xxxxxxx Xxxx
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Title:
Executive Chairman of the
Board
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[Company
Signature Page to Employment Agreement]
Execution
Version
IN
WITNESS WHEREOF, the undersigned, intending to be legally bound, have executed
this Agreement as of the date first above written.
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“Executive”:
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Xxxxxxxxx
Xxxxxx
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[Executive
Signature Page to Employment Agreement]
