SERVICES AGREEMENT
This Services Agreement (this "Agreement") is entered into as of this
15th day of November, 1999 (the "Effective Date"), by and between BHP Minerals
International Inc, a Delaware corporation ("BHP"), and Altair International
Inc., an Ontario corporation ("Altair").
Recitals:
A. BHP and Altair have entered into an Asset Purchase and Sale
Agreement dated of even date herewith (the "Asset Purchase Agreement"), pursuant
to which Altair has purchased certain "Assets" (as defined in the Asset Purchase
Agreement) related to the production of titanium dioxide and other products from
various feed materials. Capitalized terms used in this Agreement without
definition shall have the respective meanings set forth in the Asset Purchase
Agreement.
B. The Assets are located at an office and manufacturing facility owned
by BHP and located at 000 Xxxxxx Xxx, Xxxx, Xxxxxx. BHP has leased portions of
such facility (such leased portions, including common areas, the "Facility") to
Altair pursuant to a Lease Agreement dated as of even date herewith.
C. The individuals presently operating the Assets to develop the
Technology are employed by BHP. BHP desires to provide to Altair the services
necessary to operate the Assets and develop the Technology, and Altair desires
to utilize such services provided by BHP, subject to the terms and conditions of
this Agreement.
Agreement:
NOW, THEREFORE, for and in consideration of the covenants and
agreements hereinafter set forth and Altair's payment of the Purchase Price, the
receipt and legal sufficiency of which are hereby acknowledged, BHP and Altair
hereby agree as follows:
1. Term. The term (the "Term") of this Agreement shall be for a period
commencing on the Effective Date and continuing until December 31, 2000.
2. Services. BHP shall provide to Altair the development and operation
services described in this Section 2 (the "Services") on a full-time basis
during the Term, subject to the terms and conditions of this Agreement. Subject
to the limitations of Section 6(a), the Services shall include use of the Assets
to continue testing of the Technology, augmentation of the test results and all
other services necessary to develop the Technology and operate the Assets in a
manner consistent with the operation of the Assets during the six-month period
prior to the commencement of the Term. BHP shall provide such Services in
consideration of the Purchase Price paid by Altair for the Assets, and, except
as provided in Xxxxxxx 0, Xxxxxx shall not be required to pay any additional
fees for the Services. BHP warrants that all employees providing the Services
are qualified, competent and experienced in their respective capacities and
possess and maintain valid certification of training associated with their
respective fields of expertise.
3. Standard of Performance. BHP shall perform the Services with due
diligence and care, in a good and workmanlike manner, in accordance with best
industry standards, without undue delays and in conformity in all respects with
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the terms and conditions of this Agreement. BHP shall ensure that the employees
providing the Services comply with all applicable laws and regulations and local
customs as well as with the employment contract between the employee and BHP and
that they do not engage in any activities which may be prejudicial to the
maintenance of harmonious relations between Altair and/or BHP and/or
governmental, local or other authorities. The presence of any of Altair's
personnel and any supervisory activity carried out by them shall not relieve BHP
of any of its obligations, liability, or responsibilities in respect of
performance of the Services.
4. Safety, Health and Environment. BHP shall, and shall ensure that all
BHP's employees shall, at all times, strictly observe and comply with BHP's
Safety Policy as the same may be amended from time to time, a current copy of
which has previously been supplied to Altair and addresses both safety and
environmental issues (the "Safety Policy"). BHP covenants and agrees that it
shall provide to Altair a copy of any revision or modification of the Safety
Policy not less than twenty (20) days prior to the effective date of the
revision or modification.
5. Equipment. Altair shall make available to BHP the equipment and
other items described as the "Tangible Assets" on Exhibit A to the Asset
Purchase Agreement (the "Equipment"). BHP shall make available for Altair's use
a Jeol scanning electron microscope located at the Facility and shall maintain
such microscope in accordance with the following sentence. BHP shall maintain
the Equipment and any other machinery or tools used by BHP to provide the
Services in accordance with industry practice and to the manufacturer's
specifications. Any maintenance work or repairs deemed necessary for safe and
efficient operation of the Equipment in accordance with this Agreement shall be
performed by BHP; provided, however, Altair shall pay or reimburse BHP for all
reasonable service, maintenance and repair fees charged by third-party
independent contractors if, and to the extent, Altair approved the use of a
third-party contractor to provide such service, maintenance or repair and the
amount of the fee is supported by adequate documentation. Altair may inspect the
Equipment at any time or from time to time.
6. Termination of Employment.
(a) Voluntary Termination. Notwithstanding the provisions of
Section 2, in the event any employee identified as a Service Provider on Exhibit
A (each such employee, any substitutes for any such employee, and each other
employee or agent of BHP that provides any of the Services to Altair under this
Agreement a "Service Provider") voluntarily terminates his or her employment
relationship with BHP during the Term, BHP shall have no obligation to continue
to provide the Services previously provided by such Service Provider. Altair
may, at its discretion, hire, as its own employee and at its own expense, a
replacement for any Service Provider who voluntarily terminates his or her
employment with BHP. In such event, Altair shall be responsible for compliance
with applicable laws and statutes, whether local, state or federal, relating to
Altair's employment of such individuals.
(b) Involuntary Termination. During the Term, BHP shall not
(i) terminate, constructively or actually, its employment relationship with any
Service Provider, except as required by Section 6(d) below, (ii) encourage,
advise, coerce or provide any financial or other incentive for any Service
Provider to terminate his or her employment with BHP, (iii) reduce the wages,
salary or any other benefits of any Service Provider. If the employment of any
Service Provider is terminated in violation of the preceding sentence, BHP shall
promptly hire and train a substitute Service Provider at no expense to Altair.
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(c) Notice and Training. BHP shall give Altair a minimum of
fourteen (14) days advance notice of the termination of any Service Provider's
employment with BHP (which notice shall specify the cause of such termination)
or, if BHP has fewer than fourteen (14) days advance notice, BHP shall give
Altair notice as promptly as reasonably possible upon learning of such
termination. Altair and BHP shall cooperate in the training of any employee
hired by Altair or BHP to provide the Services previously provided by a Service
Provider whose employment relationship with BHP has been voluntarily or
involuntarily terminated. Altair may terminate its use of any or all of the
Services at any time during the Term for any reason; provided that, in the event
Altair completely terminates its use of all Services provided by an identifiable
Service Provider, BHP may terminate the employment of such Service Provider
without hiring or training a substitute Service Provider.
(d) Mandatory Termination. No later than October 15, 2000,
Altair shall provide BHP with a list of the Service Providers Altair intends to
hire following the expiration of the Term. BHP shall terminate its employment
relationship with each employee on said list on or before the last day of the
Term and shall not solicit or otherwise attempt to hire any such employee for a
period of one year after the expiration of the Term; provided, however, BHP's
obligations under this subsection (d) are conditioned upon Altair's extension to
all such employees at least five days prior to the end of the Term of an offer
of employment on terms and conditions commensurate with such employee's
experience and abilities and Altair's status as a development stage company.
7. Altair Not Employer. Nothing in this Agreement creates an employment
relationship between Altair and any Service Provider. BHP shall at all times
retain all Service Providers in its employment and remain liable to fulfill its
contractual and other legal obligations to them. BHP shall pay the salaries of
the Service Providers, withhold and pay any taxes related to the employment of
such Service Providers, carry all related workers compensation, unemployment and
other employee-related insurance required by law for the Service Providers, and,
except as inconsistent with this Agreement, fulfill all other obligations of an
employer with respect to each of the Service Providers. In order to clarify to
the Service Providers that they are employees of BHP, BHP shall give written
notice to each Service Provider stating that, although he or she is requested to
perform the Services for Altair's benefit pursuant to this Agreement, he or she
shall at all times during the Term remain in the employment of BHP. Neither BHP
nor Altair shall take a contrary position in any filing, lawsuit, hearing,
application, or any other document or proceeding.
(a) This Service Agreement is not intended to nor does it create any
third party beneficiary relationship between any Service Provider, and with
either BHP or Altair.
8. Offers of Employment. Altair may, at its discretion, extend an offer
of employment to any Service Provider at any time during or following the Term
on any terms or conditions it deems appropriate. BHP hereby consents to, and
waives any claims with respect to, any such offer of employment by Altair to any
of the Service Providers. This Agreement shall not create, or purport to create,
any obligation on the Service Providers to accept employment with Altair or for
BHP to cause any Service Provider to accept employment with Altair. Altair may
hire persons other than the Service Providers to work on the Assets at any time,
and from time to time, during or after the Term.
9. Additional Costs. In the event Altair causes a Service Provider to
work overtime, Altair shall reimburse BHP the additional salary BHP is required
to pay such Service Provider as a result of such overtime. BHP shall have no
obligation to pay any bonus to any Service Provider, except any bonus that may
be required by any agreement between BHP and a Service Provider.
10. Employee Additional Time. At any time that Altair is not using the
services provided by any Service Provider, BHP may cause such Service Provider
to work on projects of BHP unrelated to the Assets or Technology (as defined in
the Asset Purchase Agreement); provided, however, Altair may, at any time,
without notice, cause BHP to redirect the services of such Service Provider to
the development or operation of the Assets.
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Exhibit 10.3
11. Direction of Service Providers.
(a) BHP shall be responsible for the day-to-day supervision,
direction, instruction and training of the Service Providers, and the Service
Providers shall remain subject to all rules, regulations and limitations
governing employees of BHP. Notwithstanding the foregoing, upon Altair's
request, BHP shall redirect the efforts of a Service Provider from one or more
tasks to one or more different tasks.
(b) BHP hereby authorizes Altair to act on its behalf, as its
designated agent, to enforce strict discipline and good order and to remove from
the Facility any person employed by BHP who is incompetent, disorderly or
intemperate, or who violates the Safety Policy. Altair shall not be liable to
BHP for any costs incurred by BHP resulting from such removal, including any
indemnity or compensation or replacement cost.
(c) Each of Altair and BHP shall use commercially reasonable
efforts to ensure that their employees do not interfere with the operations of
the other entity.
12. Representations and Warranties. BHP represents and warrants to
Altair as follows:
(a) Benefit Plans. Altair will at no time have any obligation
or liability, either immediately or upon the occurrence of a subsequent event,
to any Service Provider under any Benefit Plan (as hereinafter defined) as a
result of either the consummation of the transaction contemplated by the Asset
Purchase Agreement or Altair's use of the Services pursuant to this Agreement.
"Benefit Plan" means any bonus, incentive compensation, deferred compensation,
pension, profit sharing, retirement, stock purchase, stock option, stock
ownership, stock appreciation rights, phantom stock, leave of absence, layoff,
vacation, day or dependent care, legal services, cafeteria, life, health,
accident, disability, workers' compensation or other insurance, severance,
separation or other employee benefit plan, practice, policy or arrangement of
any kind, whether written or oral, established, arranged or maintained by BHP or
any corporate group of which BHP is or was a member, to which BHP contributes or
has contributed, or under which any employee, officer, director or former
employee, officer or director of BHP or any beneficiary thereof is covered, is
eligible for coverage or has benefit rights.
(b) Labor Matters. None of the Service Providers has filed or,
to BHP's Knowledge, threatened to file, any action against BHP under the Fair
Labor Standards Act, the Occupational Safety and Health Act, or any other law,
regulation, order or other legal requirement governing the conditions of such
person's employment with BHP, and there is no basis or ground for any such
claim. None of the Service Providers is employed with BHP pursuant to any
collective bargaining agreement or other labor contract. There has not been,
and, to the Knowledge of BHP, there is not presently pending, existing or
threatened, any strike, slowdown, or picketing, and there is no work stoppage,
by any of the Service Providers or labor arbitration or proceeding in respect of
the grievance of any Service Provider. With respect to each of the Service
Providers, BHP is, and will be throughout the Term, in material compliance with
all applicable laws relating to the employment of such Service Provider,
including provisions thereof relating to wages, insurance, occupational safety
and health, hours, equal opportunity, collective bargaining, age and sex
discrimination and the withholding and payment of social security and other
taxes.
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(c) Services and Service Providers. The Services described on
in Section 2 above are all of the services necessary to utilize, operate and
develop the Assets in the same manner, and at the same level, as BHP has
utilized and operated the Assets and developed the Technology during the six
calendar months prior to the date first set forth above. Other than services
provided by management of BHP or independent contractors, BHP does not use any
services in connection with its utilization and operation of the Assets and its
development of the Technology. The Service Providers described on Exhibit A are
all of thepersonnel necessary to utilize and operate the Assets and develop the
Technology in the same manner, and at the same level, as BHP has utilized and
operated the Assets and developed the Technology during the six calendar months
prior to the date first set forth above.
(d) Employment Agreements, Except as set forth on Exhibit B
hereto, BHP has not entered into, and is not bound by, any agreement, judgment,
order or other obligation (written or oral) with respect to the employment of,
or provision of benefits to, any of the Service Providers.
13. Confidentiality and Inventions.
(a) Neither Seller nor any of the Service Providers shall at
any time during the term or thereafter use for the benefit of any person other
than Altair or disclose directly or indirectly to any person or entity not in
the employ of Altair any Altair Confidential Information (as hereinafter
defined).
(b) All technical advances, improvements, developments,
substitutions and/or modifications by BHP, Altair or any Service Provider which
(i) are reduced to practice, (ii) relate to the Technology and (iii) originate
with the work of any Service Provider or any other person working at the
Facility for the benefit of Altair shall be the sole property of Altair and
shall be deemed to be "Altair Confidential Information."
(c) As requested by Altair, BHP shall use its best efforts to
cause each of the Service Providers to enter into an agreement in a form
designated by Altair reflecting the confidentiality and ownership provisions of
this Section 13 and prohibiting such Service Provider from competing with
Altair, the Technology or the Assets for a period of two (2) years following the
later of termination of such Service Provider's employment with BHP or, if such
Service Provider is subsequently hired by Altair, termination of such Service
Provider's employment with Altair. A copy of BHP's Employee Confidential
Information and Inventions Agreement is attached hereto as Exhibit C and BHP has
entered into such an Agreement with each Service Provider.
(d) BHP shall not permit persons other than the Service
Providers or Altair full-time employees to visit the Facility without the
express written consent of Altair.
(e) "Altair Confidential Information" means (i) any and all
patents, process, technical data, know-how, intellectual property, trade
secrets, operating instructions and any additional information with respect to
the Assets, and (ii) any and all technical data, patents, processes, know-how,
intellectual property, trade secrets, operating instructions and any additional
information which relates to research, products, services, hardware or software,
developments, inventions, processes, designs, drawings, engineering, business
plans, marketing or finances of Altair; provided, however, Altair Confidential
Information shall not include information that (i) is or becomes generally
usable by the public other than as a result of a disclosure by Seller or a
Service Provider, (ii) was in the possession of BHP or a Service Provider on a
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non-confidential basis prior to its disclosure by Altair (other than information
related to the Assets), or (iii) was given to BHP or a Service Provider by a
person who is not otherwise bound by a confidentiality agreement with Altair or
is not otherwise prohibited from transmitting the information to BHP or a
Service Provider.
14. Amounts Payable. Any amounts that come to be owed under this
Agreement shall be due and payable within thirty (30) days of the receipt by the
payor of an invoice detailing the amount owed and providing reasonable
supporting documentation.
15. Default. If either party shall breach or default under any of its
representations, warranties or covenants contained in this Agreement, the
non-defaulting party shall give written notice of such breach or default to the
defaulting party, after which the defaulting party shall have fifteen days to
cure the default or breach. If the defaulting party shall not cure such default
or breach within fifteen days, the non-defaulting party shall be entitled to
pursue any remedy available at law or equity, including the indemnification
relief set forth in Sections 16 and 17 below. Notwithstanding anything in this
Section 15 to the contrary, the notice requirement and fifteen day right to cure
provided for in this Section 14 shall not apply if the non-defaulting party has
been sued or is threatened with legal action as a result of the alleged breach
or default. In addition, the fifteen day cure period shall not apply to a breach
by Seller or any Service Provider of the covenants contained in 13 hereof.
16. Indemnification by BHP. BHP unconditionally, absolutely and
irrevocably agrees to and shall defend, indemnify and hold harmless Altair from
and against, and shall reimburse Altair for, each and every Loss (as defined in
the Asset Purchase Agreement) paid, imposed on or incurred by Altair, directly
or indirectly, relating to, resulting from or arising out of: (a) any inaccuracy
in any representation or warranty or any breach or nonfulfillment of any
covenant, agreement or other obligation of BHP under this Agreement, or (b) any
Loss, injury or damage that arises from the activities of any Service Provider
while such Service Provider is acting under BHP's supervision and direction or
on any project other than the operation or development of the Assets. The
provisions of Section 7.2 (other than the first sentence) and Section 7.4 of the
Asset Purchase Agreement shall apply to any claim of indemnification made under
this Section. The provisions of this Section 16 shall not be construed to
relieve any insurer of its obligations to pay any insurance claims in accordance
with the provisions of any valid insurance policy.
17. Indemnification by Altair. Altair unconditionally, absolutely and
irrevocably agrees to and shall defend, indemnify and hold harmless BHP from and
against, and shall reimburse BHP for, each and every Loss paid, imposed on or
incurred by BHP, directly or indirectly, relating to, resulting from or arising
out of: (a) any inaccuracy in any representation or warranty or any breach or
nonfulfillment of any covenant, agreement or other obligation of Altair under
this Agreement, or (b) any Loss, injury or damage that arises from the
activities of any Service Provider while such Service Provider is acting under
Altair's direct supervision. The provisions of Section 7.3 (other than the first
sentence) and Section 7.4 of the Asset Purchase Agreement shall apply to any
claim of indemnification made under this Section. The provisions of this Section
17 shall not be construed to relieve any insurer of its obligations to pay any
insurance claims in accordance with the provisions of any valid insurance
policy.
18. Insurance. Each of Altair and BHP shall provide and keep in force
until this Agreement is terminated (i) Comprehensive General Liability Insurance
with a limit of liability of not less than $2,000,000, combined single limit,
per occurrence, for bodily injury and property damage, and (ii) Comprehensive
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Automobile Liability Insurance covering all vehicles, hired, owned and
non-owned, with a limit of liability of not less than the minimum required by
Nevada law per occurrence for bodily injury and property damage.
19. Amendment and Modification. This Agreement may be amended,
modified, terminated, rescinded or supplemented only by written agreement signed
by the parties hereto.
20. Waiver; Consents. Any failure of a party to comply with any
obligation, covenant, agreement or condition herein may be waived by each party
affected thereby only by a written instrument signed by the party granting such
waiver. No waiver, or failure to insist upon strict compliance, by any party of
any term or condition or any breach of any term or condition contained in this
Agreement, in any one or more instances, shall be construed to be a waiver of,
or estoppel with respect to, any other term or condition or any other breach of
the same.
21. Effect of Expiration/Termination. Following the expiration or
termination of this Agreement, the parties shall no longer be bound by the terms
and conditions hereof except, (a) to the extent necessary for the payment or
reimbursement for funds advanced before such expiration or termination, (b)
obligations of the parties hereunder with respect to confidentiality and
indemnification, which shall survive the expiration or termination of this
Agreement; and (c) to the extent necessary to enforce the rights and obligations
of the parties arising before such expiration or termination or, if pursuant to
clauses (a) or (b).
22. Notices. All notices and other communications hereunder shall be
in writing and shall be deemed to have been duly given when (i) delivered
personally, or (ii) sent by telecopier (with receipt confirmed), provided that a
copy is mailed by regular or express mail or (iii) received by the addressee, if
sent by Express Mail, Federal Express or other express delivery service or (iv)
three (3) days after being sent by registered or certified mail, return receipt
requested, in each case to the other party at the following addresses and
telecopier numbers (or to such other address or telecopier number for a party as
shall be specified in writing; provided that notices of a change of address or
telecopier number shall be effective only upon receipt thereof):
if to BHP, to:
BHP Minerals International Inc.
000 Xxxxxx Xxx
Xxxx, Xxxxxx 00000
Attn: General Manager
Facsimile: (000) 000-0000
if to Altair, to:
Altair International Inc.
0000 Xxxxxxxx Xxxxxx, Xxxxx 000
Xxxx, Xxxxxxx 00000
Attn: President
Facsimile: (000) 000-0000
with a copy to :
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Mineral Recovery Systems
000 Xxxxx Xxxx Xxxxxxxxx
Xxxxx 00
Xxxx, Xxxxxx 00000
Attn: Chief Financial Officer
Facsimile (000) 000-0000
23. Assignment. This Agreement and all of the provisions hereof shall
be binding upon and inure to the benefit of the parties hereto and their
respective successors and permitted assigns, but neither this Agreement nor any
of the rights, interests or obligations hereunder shall be assigned by either
party without the prior written consent of the other party hereto.
Exhibit 10.3
24. Severability. Any provision hereof prohibited by or deemed
unlawful or unenforceable under any applicable law of any jurisdiction shall, as
to such jurisdiction, be ineffective without affecting any other provision of
this Agreement. To the full extent, however, that the provisions of such
applicable law may be waived, they are hereby waived to the end that this
Agreement be deemed to be a valid and binding agreement enforceable in
accordance with its terms. In the event that any term or provision of this
Agreement shall be held invalid by a competent court or government agency, the
remainder of this Agreement shall not be affected thereby and the parties hereto
shall continue to be bound by the remaining terms hereof. In such event, the
relevant term or provision (or should such term(s) or provision(s) be a crucial
element of this Agreement, then the entire Agreement) shall be renegotiated by
the parties in a good faith effort to achieve mutual agreement consistent with
such holding and the parties shall continue to perform under this Agreement in a
manner consistent with its intent and objectives.
25. Governing Law. This Agreement shall be deemed to have been
executed in the State of Nevada and shall be governed by the laws of the State
of Nevada, (regardless of the laws that might otherwise govern under applicable
Nevada principles of conflicts of law) as to all matters, including matters of
validity, construction, effect, performance, and remedies. The parties hereby
submit to the jurisdiction of the courts in the State of Nevada and the United
States District Court, District of Nevada, any claims or lawsuits arising form
this Agreement, and waive any objections based on inconvenient forum.
26. Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same agreement. This Agreement may be
executed by facsimile signatures, each of which will be deemed an original.
27. Entire Agreement. This Agreement, including the instruments,
memoranda, certificates, schedules, exhibits, and other documents referred to
herein, embodies the entire agreement and understanding of the parties hereto in
respect of the subject matter contained herein. There are no restrictions,
promises, representations, warranties, covenants, or undertakings other than
those expressly set forth or referred to herein. This Agreement supersedes all
prior agreements and understandings between the parties with respect to such
subject matter, including without limitation, the Letter Agreement dated
September 23, 1999 between BHP and Altair.
28. Attorneys' Fees. In the event any party hereto institutes an
action against any other party hereto for a claim arising out of or to enforce
this
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Agreement, the party that prevails shall be entitled to recover reasonable
attorneys' fees, costs and expenses incurred, in addition to any other relief to
which they may be entitled.
29. Construction. This Agreement shall be construed as though all
parties had drafted it. The boldfaced section descriptions shall be and are for
reference only and shall not be deemed to alter to limit the meaning of this
Agreement in any way.
30. Non-Exclusivity of Remedies. The rights and remedies of the parties
hereto shall not be mutually exclusive, and the exercise of one or more of the
provisions of this Agreement shall not preclude the exercise of any other
provision. Each of the parties confirms that damages at law may be an inadequate
remedy for a breach or threatened breach of any of the provisions hereof. The
respective rights and obligations hereunder shall be enforceable by specific
performance, injunction, or other equitable remedy, and nothing herein contained
is intended to or shall limit or affect any rights at law or by statute or
otherwise of any party hereto as against the other party for a breach or
threatened breach of any provision hereof.
31. Nature of Relationship. Nothing contained in this Agreement shall
be deemed to create a partnership, joint venture, agency or fiduciary
relationship of any kind between BHP and Altair. Neither Altair no BHP shall
have authority to act for, bind, create or assume any obligation or
responsibility on behalf of the other party.
IN WITNESS WHEREOF, each of the parties hereto has caused this
Agreement to be executed on its behalf as of the date first above written.
"Altair"
Altair International Inc.,
an Ontario corporation
By:
Its:
"BHP"
BHP Minerals International Inc.,
a Delaware corporation
By:
Its:
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Exhibit 10.3
Exhibit A
to
Services Agreement
Service Providers
-----------------
Name Position
---- --------
Xxxxx, Xxxxx Met. Technician
Xxxxxxxxxx, Xxx Xx. Technician
Xxxx, Xx-Xxxxx Xxx.Xxxxxxxx
Xxxxxx, Xxxxx Xx. Process Engineer
Xxxxxxxxxx, Xxxxxx General Manager
Xxxxxxxxx, Xxxx Manager, Tech. Support
Xxx, Xxxx Lab Supervisor
Xxxxxxx, Xxx Mechanic's Assistant
Xxxxx, Xxxxx Met. Engineer
Xxxxxxxx, Xxxxxx Technician
Xxxxxx, Xx Engineer
Xxxxxxxxx, Xxx Met. Engineer
Xxxxxxx, Xxxxx Manager Process Development
Xxxxxxx, Xx Chemist
Xxxxxxx, Xxx Xx. Project Engineer
Xxxxxxxx, Xxxx Xx. Met Engineer
XxxXxx, Xxxxx Office Supervisor
Xxxx-Xxxxx, Xxxx Met. Engineer
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Exhibit 10.3
Exhibit B
to
Services Agreement
Employment Arrangements
All of the Service Providers are employed by BHP on an at-will basis
that is terminable by either party at any time without notice or
penalty. BHP has not entered into any written agreement with respect to
the employment of any Service Provider.
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