Employment Agreement

Sets out the obligations of employer and employee.

agree:

EMPLOYEE is engaged to act as Enter the job title of the EMPLOYEE for Enter the name of the EMPLOYEE, beginning on Enter the first date of work.

As to those items not specified herein, the relationship between the parties shall be governed by the general employment manual, dated Enter the date of the latest version of the manual, and any additions and replacements thereto. Include the following if the employee will be paid by: Salary

EMPLOYEE shall receive a salary of $ Enter the monthly salary (Enter the monthly salary) per month, subject to attendance and leave policies as adopted from time to time by EMPLOYER. Include the following if the employee will be paid by: Straight Commission

As compensation for EMPLOYEE's services herein, EMPLOYEE shall receive a commission of Enter the commission rate as a numeral per cent of gross sales produced EMPLOYEE. Said commission shall only be paid upon fully collected sales. Should EMPLOYER determine, in its sole discretion, to allow commissions on sales on credit or other than fully collected sales, EMPLOYEE shall be liable to repay any sums advanced on sales not collected. Include the following if the employee will be paid by: Commission with draws

As compensation for EMPLOYEE's services herein, EMPLOYEE shall receive a monthly draw of $ Enter the monthly draw (Enter the monthly draw dollars) against commission of Enter the commission rate as a numeral per cent of gross sales produced by EMPLOYEE. Should EMPLOYER determine, in its sole discretion, to allow commissions on sales on credit on other than fully collected sales, EMPLOYEE shall be liable to repay any sums advanced on sales not collected.

A draw account for EMPLOYEE shall be established, and EMPLOYER shall set off against any draws received commissions earned by the EMPLOYEE.

EMPLOYER may during the course of EMPLOYEES service reveal certain confidential/trade secret or proprietary information to EMPLOYEE. The items which are confidential/trade secret or proprietary information shall be identified as confidential. Without specific

EMPLOYEE shall for a period of Enter the number of months for the non-compete months after termination of not accept employment with the following firms:

Enter the names of companies for non-compete

EMPLOYEE agrees that the duties herein shall be full time. EMPLOYEE shall not engage in other business ventures or employment without the prior approval of EMPLOYER.

EMPLOYEE agrees to promptly disclose to EMPLOYER any inventions or processes discovered by the EMPLOYEE which are made at the behest or in connection with the duties of employee, or which are reasonably related to the business of EMPLOYER during the term of employment, and shall assign all rights in said inventions or processes to EMPLOYER.

EMPLOYEE shall execute any documents reasonably requested by EMPLOYER for patents or other legal steps which EMPLOYER may desire to prefect its rights in the inventions.

EMPLOYER may terminate this agreement upon Enter time period for termination notice days notice to the EMPLOYEE. Upon termination, EMPLOYEE shall return all materials from EMPLOYER to the EMPLOYER.

EMPLOYEE shall be entitled after six months employment to purchase up to Enter maximum number of shares allowed to be purchased shares of Enter class of stock stock of EMPLOYER at a price of $ Enter price per share in numerals (Enter price per share in numerals dollars) per share, or the equivalent units should a recapitalization occur. This option shall be non-assignable.

Any disputes under this agreement, including those relating to non-competition shall be submitted to arbitration with a single arbitrator under the rules of the American Arbitration Association. Any ruling made by the arbitrators shall be final and may be entered as a judgment in any court of competent jurisdiction.

Agreed to on this the ________ day of ________________, 19_____.

_______________________________________________

Enter the name of the EMPLOYER, by an authorized officer

______________________________________________

Enter the name of the EMPLOYEE

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