Exhibit 10.06
ARS NETWORKS, INCORPORATED
CONSULTING AGREEMENT
FOR
VICE PRESIDENT FINANCE AND CFO
Dear Xx. Xxxxxxxx:
The following Consulting Agreement between ARS Networks, Incorporated (The
Company or ARS) and Xxxx X. Xxxxxxxx outlines the terms of your contract to
perform the functions of Vice President Finance and CFO of the company.
1. Position
You will be appointed as Vice President Finance and CFO of the Company.
2. Term
The appointment shall be for a term of 36 months (three years) commencing
on the 1st day of January 2001.
3. Compensation
a) Annual compensation of $US 84,000 annually, to be invoiced by you to
the Company at the rate of $ 7,000 monthly. This compensation rate will
be reviewed annually by the Board of Directors, the first such review
to occur within twelve months of the starting date.
b) You will be entitled to participate in the company's stock option plan
when grants are determined by the Board of Directors.
c) You will be entitled to a cash or stock bonus of up to 50% of your
annual compensation if and when granted by the Board of Directors
subject to the achievement of annual performance criteria as approved
by the Board.
d) You will invoice the company periodically for your out of pocket
expenses such as travel, mileage, meals and entertainment and other
such expenses related to the execution of your duties.
4. Non competition
The Contract will contain the usual provision prohibiting you from
competing with the company anywhere in the world for a period of two (2)
years from the expiry or termination of your services.
5. Duties
Your duties shall include:
o Financial management of the company
o Preparation of financial reports, forecasts, budgets etc. to ensure
effective management and financial reporting
o Supervision of finance department staff
o Assure compliance with all regulatory authorities
o Liaison with auditors, Audit Committee, Compensation Committee, Board
of Directors, Investors and financial institutions
o Any other duties as determined by the President and CEO
6. Termination for any reason
The Company shall have the right to terminate your contract at any time
with a payment of twice your existing compensation rate at the time of
termination. These payments will be in the form of either cash or company
stock or any combination thereof as determined by the Board of Directors
at that time
7. Termination by Employee
The Employee shall provide a minimum of two (2) months notice of his
desire to terminate the contract.
Please sign this letter below to indicate your agreement with the above terms.
Yours truly
Xxxxxx Xxxxxxx
President and CEO
ARS Networks, Incorporated
Agreed this 1st day of January, 2001.
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Xxxx X. Xxxxxxxx