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EMPLOYMENT AGREEMENT

Employee Retention Agreement

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This Employee Retention Agreement involves

INKSURE TECHNOLOGIES INC.

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Title: EMPLOYMENT AGREEMENT
Date: 8/21/2008
Industry: CHMMFG     Sector: BASICM

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EXHIBIT 10

                                                                    EXHIBIT 10.1

July 1, 2008

                              EMPLOYMENT AGREEMENT

This Employment Agreement (the "Agreement") made and entered into on this day of
July 1st, 2008 (the "Effective Date")

Between InkSure Technologies Inc, a Delaware corporation (the "Company"), with
offices at 1770 N.W. 64th Street, Suite 350, Fort Lauderdale, FL 33309
(hereinafter the "Company");

On the first part

And: Mr. Yaron Meerfeld, ID No. 05614338-1, a citizen of Israel, with an address
at 3 Yehezkel St. Ramat Gan, Israel (hereinafter the "Employee", and together
with the Company: the "Parties")

On the second part

WHEREAS     The Employee has been employed by the Company (and its
            subsidiaries) pursuant to employment agreements entered into between
            the Employee and the Company (and its subsidiaries) (Collectively:
            the "Previous Agreements"), and is currently employed as the
            Company's Chief Operation Officer ("COO"); and

WHEREAS     The Employee and the Company wish to amend the terms of their
            engagement with effect as of the Effective Date and onwards; and

WHEREAS     The Company is engaged in the development, production and marketing
            of (i) spectral analysis based machine readable anti-counterfeiting
            products and (i) synthetic aperture radar based chipless RFID
            technologies; and

WHEREAS     The Company has offered that the Employee shall serve, on a interim
            basis, also as the Company's Interim Chief Executive Officer
            ("CEO"), in addition to its position as COO, and the Employee agrees
            to be employed as such, all in accordance with the terms and
            conditions of this Agreement;

Now, therefore, in consideration of the mutual covenants and conditions
hereinafter set forth, it is agreed by the parties as follows:

1.    PREAMBLE

      The Preamble to this agreement forms an integral part thereof.

2.    POSITION

      2.1.  The Company shall continue to employ the Employee, and the Employee
            hereby agrees to continue to serve, as the COO of the Company, and,
            in addition, the Employee shall serve as the Company's Interim CEO
            until otherwise decided by the Company's board of directors, all
            effective as of the Effective Date.

<PAGE>

      2.2.  The Employee shall devote his full business time and efforts to the
            affairs of the Company, and shall have all the responsibilities and
            powers that usually apply to the positions held by the Employee,
            i.e.: as COO and, for the relevant period - also as CEO (in which
            period he shall also be considered a principal executive officer for
            purposes of SEC filings).

      2.3.  While serving as Interim CEO, the Employee shall report to the board
            of directors, and upon the termination of his office as Interim CEO
            the Employee shall report to the CEO of the Company.

      2.4.  The scope of the Employee's position in the Company shall include
            from time to time, at the Company's sole discretion, rendering the
            same services stipulated herein, in whole or in part, also to any of
            the Company's subsidiaries. For the avoidance of any doubt, the
            parties hereby stipulate that rendering such services as aforesaid
            shall constitute an integral part of the Employee's position in the
            Company and shall not entitle the Employee with any right to
            additional compensation, remuneration or fee whatsoever. It is
            further agreed, that should the Employee claim for or demand from
            the Company or any of its subsidiaries any compensation,
            remuneration or fee for services rendered by him to any of such
            subsidiaries, the Company shall set-off and reduce the Employee's
            remuneration under this Agreement with the same amount claimed by
            the Employee from the subsidiaries.

3.    SALARY

      3.1.  The Company shall pay the Employee a monthly salary of 45,000 IL
            gross (hereinafter the "Base Salary"), payable each month not later
            than the second day of the month.

            The Base Salary will be paid in NIS (New Israeli Shekel).

      3.2.  The Employee shall be entitled to reimbursement for all expenses
            incurred by him in the performance of his duties hereunder, pursuant
            to the Company's prevailing policy for such reimbursements, and in
            the absence of such established policy - as approved by the
            Company's board of directors (or its designees), provided that in
            any case the Employee shall provide the Company with all appropriate
            receipts.

      3.3.  The Employee and the Company both acknowledge and agree, that upon
            the mutual written agreement of the Company and the Employee, the
            Employee's salary may be paid by either of the subsidiaries on
            behalf of the Company, but always subject to Section 2.4. The
            Company further acknowledges that this section 3.3 does not affect
            the Company's obligation to pay the Employee's Base Salary or
            benefits pursuant to this Agreement.

4.    BENEFITS

      4.1.  The Company shall pay every month, an amount of 15.83% of the Base
            Salary to an insurance policy (hereinafter "Bituach Menahalim") in
            the name of the Employee.

            The Employee shall pay to such insurance policy, every month, an
            amount equal to 5% of the Base Salary.

                                      - 2 -

<PAGE>

      4.2.  The Company shall pay every month, an amount equal to 7.5% of the
            Base Salary to an educational fund (hereinafter "Keren Hishtalmut")
            in the name of the Employee.

            The Employee shall pay to such fund, every month, an amount equal to
            2.5% of the Base Salary.

      4.3.  The Employee's payments pursuant to sections 4.1 and 4.2 above shall
            be deducted at source from the Base Salary.

      4.4.  All taxes due, if any pursuant to section 4.1 and 4.2 above shall be
            borne and paid by the company.

      4.5.  Not later than fourteen (14) days after the termination of this
            agreement, for any cause, the Company shall assign its rights to the
            Bituach Menahalim and the Keren Hishtalmut to the Employee.

      4.6.  The Parties hereby adopt the Israeli Labor Ministry warrant from
            30.6.98 and declare that the company's payment to the Bituach
            Menahalim (8.33% for the severance payment) shall constitute the
            company's whole obligation for severance payments according to
            section 14 of the severance payment law - 1963 (Israel).

      4.7.  The Employee shall be entitled to a vacation leave of twenty four
            (24) days per year, which may be carried forward from year to year.

      4.8.  The Company shall make available to the Employee a car for his
            exclusive use during the term of this Agreement. It is agreed that
            the car will be 2000cc or a car of a similar class.

      4.9.  The Company shall pay all costs associated with the car, whether
            fixed or variable, including without limitation, fuel, repairs and
            insurance including taxation. The Company shall gross all such
            payments up.

      4.10. The Employee shall be entitled to a complete medical checkup once a
            year.

      4.11. The Company shall cause the Employee to be included in its directors
            and officer's liability insurance, covering customary officers
            liabilities.

      4.12. The Company shall pay all bills for the use of one telephone line
            installed in the Employee's house, and one cellular telephone used
            exclusively by the Employee.

      4.13. The Employee shall be entitled to Dmey Havra'a as provided in a
            collective bargaining agreement to which the General Labor Union of
            the Workers in Isra

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