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Exhibit 11
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into effective
this lst day of October, 1996, by and between Upland Energy Corporation, a
Utah corporation (the "Employer"), and Xxxxx Xxxxxxx (the "Executive").
Recitals
A. Executive is currently employed as president of the Employer.
B. Employer wants to extend the previous employment contract with
Executive and to alter some of the terms of compensation.
C. Executive has agreed to the extension of the employment contract
and to alter some of the terms of the prior employment agreement in accordance
with this Agreement.
Agreement
FOR AND IN CONSIDERATION of the mutual covenants contained herein and of
the mutual benefits to be derived hereunder, the parties agree as follows:
1. Employment. Employer hereby employs Executive to perform those duties
generally described in this Agreement, and Executive hereby accepts and agrees
to such employment on the terms and conditions hereinafter set forth.
2. Term. The term of this Agreement shall commence effective as of
September 1, 1996, and end on August 31, 1998.
3. Duties. During the term of this Agreement, Executive shall be employed
by Employer as its President, with the duties generally set forth in Exhibit
A. In addition to the office of President, Executive agrees to serve in such
other office or position with Employer or any subsidiary of Employer and such
as shall, from time to time, be determined by Employer's board of directors.
Executive agrees to continue to serve as a member of the Employer's board of
directors for no additional compensation. Executive shall devote
substantially all of his working time and efforts to the business of
Employer. The term "Working Time" shall be defined as a normal forty hour
work week.
4. Compensation. For all services rendered by Executive, Employer shall
pay to Executive a salary of $60,000 a year throughout the term of this
Agreement, payable in bimonthly installments of $2,500 each. All salary
payments shall be subject to withholding and other applicable taxes. The rate
of salary may be increased at any time as the board of directors may
determine, based on earnings, increased activities of the Employer, or such
other factors as the board of directors may deem appropriate. Executive shall
receive bonus compensation as and if declared by the board of directors. In
addition to any
