EMPLOYMENT
AGREEMENT
This AGREEMENT
reached this 24 th day of October, 2008 by and between
PREMIER POWER RENEWABLE ENERGY, INC. (hereinafter referred to as
CORPORATION(S) and Teresa Kelley (hereinafter referred to as
EXECUTIVE ).
WHEREAS
CORPORATION is a corporation duly organized and existing under the
laws of the State of Delaware, principally engaged in the business
of solar power and renewable energy solutions.
WHEREAS
EXECUTIVE is an individual who has vast experience in executive
management and operations in the solar industry
WHEREAS
CORPORATION desires to retain the services of EXECUTIVE to act as
its Chief Executive Officer (CFO) and EXECUTIVE desires to accept
such retention of her services on the terms and conditions as are
more fully set forth herein.
IN
CONSIDERATION FOR THE MUTUAL PROMISES, COVENANTS AND CONDITIONS
CONTAINED HEREIN IT IS AGREED AS FOLLOWS:
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1.
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EXECUTIVE EMPLOYMENT
: CORPORATION hereby retains the
services of the EXECUTIVE as its Chief Financial Officer (hereafter
CFO). In her capacity as CFO she shall be responsible for managing
and overseeing the day to day financial operations of the
CORPORATION as well as near and long term financial planning of the
CORPORATION. Her duties shall include, but not be limited to the
following:
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a.
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All financial
oversight as CFO, acting and conducting day to day oversight and
management of the financial operations and direction of the
CORPORATIONS world wide financial, including but not limited to any
and all necessary accounting functions, financial reporting,
budgeting, and other financial activities that may require a
“hands on approach” to complete in an accurate and
timely fashion.
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b.
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Analyzing the
financial budgetary structure of CORPORATION and proposing,
overseeing and implementing budgetary changes and modifications
related to all areas of financial operation including but not
limited to job costing and reporting in all areas of
operation.
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c.
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Review of any
and all contracts CORPORATION enters into and the implementation
and any financial terms related to those contracts.
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d.
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Analysis,
recommendation, design and implementation of a scalable domestic
and international accounting system or systems as necessary to meet
the current and future needs of the CORPORATION.
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e.
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Analysis and
review of expansion, acquisition, merger and other related business
opportunities.
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f.
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Assisting in
the obtaining of short and long term financing and/or seeking
potential strategic partners, merger candidates, and or acquiring
entities as directed by the President and CEO.
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g.
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All Human
resource (HR) activities related to the companies operations.
Including but not limited to hiring, termination, compensation
oversight and payroll as well as the establishment, implementation
and refinement of all benefits programs, including any bonus and
incentive stock or stock option programs as directed by the
President and CEO.
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h.
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Full oversight
and execution of any actions required for the necessary and timely,
preparation and filing of all company financial reports and any and
all other filings requiring financial input necessary to comply
with SEC regulations necessary for the company to remain in full
compliance and in good standing as a “public company”
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i.
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Oversight,
coordination and management of any and all audits.
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j.
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The
establishment of adequate internal controls.
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k.
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Establishing
and maintaining Sarbanes Oxley (SOX) compliance including any SOX
audit and controls implementation.
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l.
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Oversight and
execution of the timely preparation and filing of all Tax returns
and other filings required by the IRS as well as State and Local
authorities in all jurisdictions which CORPORATION operates
necessary for the CORPORATION to be in good standing with all tax,
government, trade unions and regulatory bodies at all
times.
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m.
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Maintaining and
developing relationships with upper management of
CORPORATION’S major clients and suppliers for world wide
operations in order to secure the most favorable terms.
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n.
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Presentation of
the CORPORATION’S financial performance and any financial
guidance the CORPORATION may choose to give third parties during
investor and analyst conference calls, analyst meetings, in person
and on the phone, as well as during “road shows” and at
the industry events where the President and CEO requires the CFO to
present on behalf of the company.
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o.
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To travel and
dedicate the time and effort at the location designated by the
President and CEO, on a day to day basis, necessary to perform the
duties detailed herein.
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In pursuit of
the foregoing responsibilities, EXECUTIVE shall report directly to
the President and CEO.
EXECUTIVE shall
dedicate her full and exclusive time to the herein employment to
enable her to faithfully perform her duties hereunder. In
connection herewith EXECUTIVE shall be required to travel both
statewide, nationally and internationally to perform her duties
hereunder. However it is expressly understood that the US Corporate
Headquarters in El Dorado Hills, CA shall be her base office of
operation.
2.