Yong Qing Tey’s Employment Contract EMPLOYMENT CONTRACT
Exhibit
99.13
Yong Xxxx Xxx’x Employment
Contract
EMPLOYMENT
CONTRACT
EMPLOYMENT
CONTRACT ("Contract"), between Mezabay International Inc., a Nevada corporation
with its common stock currently quoted on FINRA’s Over-the-counter Bulletin
Board, having an office address at 000 0xx Xxxxxx, Xxxxx 0000, Xxxxxxx,
Xxxxxxxxxx 00000, XXX (hereinafter called “ The Company”), and Xxx
Xxxx Qing of 000, Xxxxx Xxxxxxx, Xxxxx Xxxxx, 00000, Xxxx, Xxxxx, Xxxxxxxx
(hereinafter called “Tey”).
WHEREAS,
The Company wishes to engage the services of Tey as Chief Operating Officer of
The Company, and
WHEREAS,
Tey is willing to provide his services and to undertake the duties and
responsibilities described below and other duties and responsibilities as may be
assigned to him by the Company from time to time during the term of this
Contract upon the terms and conditions hereinafter set forth.
NOW,
THEREFORE, in consideration of the mutual covenants and conditions herein
contained, all prior contracts between the parties are waived and of no further
effect, and the parties to this Contract agree as follows:
1. EMPLOYMENT
The Company shall contract with Tey,
and Tey shall serve as Chief Operating Officer during the term of employment set
forth in Paragraph 2 of this Contract .The Company and other subsidiaries,
associated companies and affiliates of the Company are engaged in the Asia
region, in providing e-commerce and m-commerce as well as payments and loyalty
rewards products and services.
2. TERM
The term of this Contract shall be for
a period of three (3) years commencing on September 23, 2009 (hereinafter
referred to as “Commencement Date”)
3. JOB
TITLE AND DUTIES
3.1 Title
and Duties
Tey shall have duties and
responsibilities commensurate with his title and position from time to time. Tey
shall devote his time and attention to, and exert his best efforts in the
performance of his duties hereunder, so as to promote and operate the businesses
of The Company and the subsidiaries, associated companies and affiliates of The
Company.
As Chief Operating Officer, Tey shall
report directly to the Board of Directors of The Company and shall be
responsible for the overall operational matters of all the subsidiaries and
associated companies of The Company, including any other operational related
matters which may be assigned to him by The Company from time to time. His
duties shall include the supervision of all the operational matters related
staff of The Company and its subsidiaries and associated companies, including
The Company.
The Company will determine and notify
Tey of his duties and responsibilities from time to time during the term of this
Contract.
3.2 Confidential
Information
Tey shall not, directly or indirectly,
or at any time, during the term of this Contract hereunder or thereafter and
without regard to when or for what reason, if any, use or permit the use of any
trade secrets, customers' lists, or other information of, or relating
to The Company and/or any of its subsidiaries or associated companies
or affiliates in connection with any of their activities
or businesses, except as may be necessary in the performance of his duties
hereunder or as may be required by any applicable law or determination of any
duly constituted administrative agency.
4. COMPENSATION
AND EXPENSES
4.1 Compensation
(i) Base Salary
The Company shall pay Tey a basic
salary of US Dollar Five Thousand ($5,000) per month and such salary shall be
revised upward annually at a rate as may be solely determined by The Company
based on an annual review of his performance as may be conducted by The Company.
In making monthly payment of the said basic salary to Tey, The Company shall be
entitled to deduct any cash based compensation which he may be paid by any of
its subsidiaries and/or associated companies and/or affiliates.
(ii) Benefits
Tey shall be entitled to enjoy all the
employee benefit plans that The Company may implement from time to time for the
employees of equal rank.
(iii) Incentives
Tey shall be entitled to participate in
any performance incentive plan that The Company may implement from time to
time.
4.2 Business
Expenses
The Company or its subsidiary or
associated company or affiliate will reimburse him for all reasonable expenses
properly incurred by him in the performance of his duties hereunder, upon
presentation of properly itemized charges, receipts and/or similar
documentation, and otherwise in accordance with policies established from time
to time by the above said companies.
4.3 Housing
Allowance
Should Tey be discharging his duties
and responsibilities under this Contract from the Company’s subsidiary’s office
in Malaysia or required to be located to any of the subsidiaries or associated
companies or affiliates located outside of Malaysia, Tey shall be entitled to a
company paid accommodation for him and his immediate family members or a monthly
housing allowance of a reasonable amount to be solely determined by The Company,
payable monthly. This allowance will be paid directly to Tey who will
be responsible for negotiating and concluding his own contractual arrangements
for housing and making all relevant payments.
4.4 Work
Location And Taxes
For the purpose of Compensation payable
to Tey under this Contract, Tey is deemed to be based in Malaysia. Tey shall be
fully responsible for any income tax or other taxes he may be subjected to in
Malaysia and/or any country which he may be located to discharge his duties and
responsibilities under this Contract.
5. Holidays
and Annual Vacation Leave
Tey shall be entitled to all public
holidays in the country he is located at the time, in addition, to annual
vacation leave which shall accrue on a pro rata basis during the contract term
at the rate of Eighteen (18) days per annum which vacation and/or personal
day(s) shall be taken by him at such time or times as are consistent with the
needs of the business.
6. TERMINATION
AND SEVERANCE PAYMENT
6.1 Termination
Upon the occurrence of an event of
termination (as hereinafter defined) during the period of Tey's employment under
this Contract, the provisions of this Paragraph 6 shall apply for consequence
relating to the financial obligations of the parties hereto. As used
in this Contract an "event of termination" shall mean and include any one or
more of the following:
(i) The
termination by The Company of Tey's employment under this Contract hereunder due
to "cause" as defined in (iii) herein below; and in which event, The
Company shall be entitled to discontinue all it obligations under this
Contract.
(ii) Tey's
resignation from The Company pursuant to the provisions of this paragraph, upon
material breach of this Contract by the Company and such breach continues for at
least ninety (90) days following written notification by Tey. Upon the
occurrence of the event described above, Tey shall have the right to elect to
terminate his employment under this Contract by resignation upon not less than
thirty (30) days prior written notice, and in which event, The Company shall be
obligated to pay to Tey, within 30 days from the date of termination of Tey’s
employment with The Company, an amount equals to last drawn monthly basic salary
multiplied by three (3).
(iii) Termination
by The Company for "cause" shall mean Tey's termination by action of The Company
because of dishonesty, gross neglect of duties hereunder, conviction of a
felony, engaging directly or indirectly in any competing business of The Company
or it subsidiaries or associated companies or affiliates, or willful
misconduct.
(iv) Termination
by action of The Company without “cause”, and in which event, The Company shall
be obligated to pay to Tey, within 7 days from the date of termination of Tey’s
employment with The Company, an amount equals to the last drawn monthly basic
salary multiplied by three (3).
(v) Tey’s
resignation from The Company with whatever reason other than that stated in
Clause 6 (ii) above or medical reason, and in which event, Tey shall be
obligated to pay to the Company, within 7 days from the date of termination of
Tey’s employment with The Company, an amount equal to the last drawn monthly
salary multiplied by three (3).
7.
INTELLECTUAL PROPERTY
Any idea, invention, design, written
material, manual, system, procedure, improvement, development or discovery
conceived, developed created or made by Tey alone or with others relating to the
business of The Company or any of its subsidiaries or associated companies or
affiliates during the contract period and whether or not patented or copy
righted or trademarked, shall become the sole and exclusive property of the
Company. Tey shall disclose the same promptly and completely to The Company and
shall, during the employment period (i) execute all documents required by The
Company for vesting in The Company the entire right, title and
interest in and to same, (ii) execute all documents
required
by The Company for filing and prosecuting such applications for patents,
trademarks, service marks and/or copyrights as The Company, in its sole
discretion, any desire to prosecute, and (iii) give The Company all assistance
it reasonably requires, including the giving of testimony in any suit, action or
proceeding, in order to obtain, maintain and protect The Company’s right therein
and thereto.
8. ASSIGNMENT
This Contract and any rights (including
Tey's Compensation) hereunder shall not be assigned, pledged or transferred in
any way by either party hereto except that The Company shall have the right to
assign its rights hereunder to any third party successor in interest of The
Company whether by merger, consolidation, purchase of assets or stock or
otherwise. Any attempted assignment, pledge, transfer or other
disposition of this Contract or any rights, interests or benefits contrary to
the foregoing provisions shall be null and void.
9. NOTICES
All notices, requests, demands and
other communications hereunder must be in writing and shall be deemed to have
been duly given if delivered by hand, sent by facsimile, or mailed by first
class, registered mail, return receipt requested, postage and registry fees
prepaid to, the applicable party and addressed as follows:
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(i)
if to The Company:
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MEZABAY
INTERNATIONAL, Inc.
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C-01-02,
Jalan Usahawan 1,
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SME
Xxxxxxxxxxxxx Xxxxxx 0,
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00000
Xxxxxxxxx
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Xxxxxxxx
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Xxxxxxxx
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Facsimile:
000-0000 0000
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(ii)
if to Tey:
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000,
Xxxxx Xxxxxxx, Xxxxx Xxxxx,
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00000,
Xxxx, Xxxxx, Xxxxxxxx
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10. SEVERABILITY
If any provision of this Contract
shall, for any reason, be adjudged by any court of competent jurisdiction to be
invalid or unenforceable, such judgment shall not affect, impair or invalidate
the remainder of this Contract but shall be confined in its operation to the
jurisdiction in which made and to the provisions of this Contract directly
involved in the controversy in which such judgment shall have been
rendered.
11. WAIVER
No course of dealing and no delay on
the part of any party hereto in exercising any right, power, or remedy under or
relating to this Contract shall operate as a waiver thereof or otherwise
prejudice such party's rights, powers and remedies. No single or
partial exercise of any rights, powers or remedies under or relating to this
Contract shall preclude any other or further exercise thereof or the exercise of
any other right, power or remedy.
12. ENTIRE
CONTRACT/GOVERNING LAW
This Contract embodies the entire
understanding and supersedes all other oral or written Contracts or
understandings, between the parties regarding the subject matter
hereof. No change, alteration, or modification hereof may be made
except in writing signed by both parties hereto. This Contract shall
be construed and governed in all respect and shall at all times be determined in
accordance with the laws of Malaysia.
14. HEADINGS
The headings of Paragraphs herein are
included solely for convenience of reference and shall not control the meaning
or interpretation of any of the provisions of this Contract.
IN
WITNESS WHEREOF, the parties hereto have executed and delivered this Contract,
consisting of six (6) pages, on this 23rd day of September, 2009.
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Xxx
Xxxx Qing
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XXX
XXXX QING
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By:
FAN FOO
MIN
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Malaysia
I/C: 840623-07-5685
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Name:
Fan Foo Min
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Director
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Witnessed
by:
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Witnessed
by:
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THUM
MAY XXX
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XXXX
XXX XXXX
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Name:
Thum May Yin
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Name:
Xxxx Xxx Xxxx
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