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EMPLOYMENT AGREEMENT

Employee Retention Agreement

EMPLOYMENT AGREEMENT | Document Parties: MEDEFILE INTERNATIONAL, INC. You are currently viewing:
This Employee Retention Agreement involves

MEDEFILE INTERNATIONAL, INC.

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Title: EMPLOYMENT AGREEMENT
Governing Law: New York     Date: 1/16/2009
Industry: Biotechnology and Drugs     Sector: Healthcare

EMPLOYMENT AGREEMENT, Parties: medefile international  inc.
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Exhibit 10.11

 

 

EMPLOYMENT AGREEMENT

 

 

This EMPLOYMENT AGREEMENT (the “ Agreement ”) dated December 10, 2008 by and between Medefile International, Inc., a Nevada corporation (the “ Company ”), and Kevin Hauser, an individual (the “ Employee ”).

 

The Company desires to employ the Employee, and the Employee wishes to accept such employment with the Company, upon the terms and conditions set forth in this Agreement.

 

NOW THEREFORE, in consideration of the foregoing facts and mutual agreements set forth below, the parties, intending to be legally bound, agree as follows:

 

1.            Employment .  The Company hereby agrees to employ Employee, and Employee hereby accepts such employment and agrees to perform Employee’s duties and responsibilities in accordance with the terms and conditions hereinafter set forth.

 

1.1   Duties and Responsibilities . Employee shall serve as Vice-President of Sales and New Business Development of the Company.  During the Employment Term (as defined below), Employee shall:

 

(a)  

help build the national sales organization;

(b)  

help develop and manage the sales budget;

 

(c)  

work with marketing and fellow management in developing the marketing plan;

(d)  

manage resources to achieve the sales plan;

 

(e)  

identify, qualify and enlist new strategic partners;

(f)  

develop key partnerships with select customers;

 

(g)  

help with market research and planning, product management, budgeting, strategic planning, new product development and introduction, and marketing communications.

 

In connection with these duties, Employee shall report directly to the Company’s President.  Employee shall also have such powers and duties as may from time to time be prescribed by the Board of Directors or bylaws of the Company.

 

1.2            Employment Term .  The term of this Agreement shall commence as of December __, 2008 (the “ Effective Date ”) and shall continue for thirty-six (36) months, unless earlier terminated in accordance with Section 4 hereof.  The term of Employee’s employment shall be automatically renewed for successive one (1) year periods until the Employee or the Company delivers to the other party a written notice of their intent not to renew the Employment Term, such written notice to be delivered at least sixty (60) days prior to the expiration of the then-effective Employment Term.  Upon termination by the Company, Employee is entitled to termination payments pursuant to Section 4 hereof.  The period commencing as of the Effective Date and ending thirty-six (36) months thereafter or such later date to which the term of Employee’s employment under the Agreement shall have been extended by mutual written Agreement is referred to herein as the “ Employment Term .”

 

 

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1.3            Extent of Service .  During the Employment Term, Employee agrees to use Employee’s best efforts to carry out the duties and responsibilities under Section 1.1 hereof and shall devote such time Employee deems is reasonably necessary to perform his duties hereunder.  To that end, the Company acknowledges and agrees that Employee may dedicate some of his business time to other ventures that do not compete directly with the business of the Company and that doing so shall not be a violation of Employee’s obligations under this Agreement.

 

1.4            Base Salary .  The Company shall pay Employee a base salary (the “ Base Salary ”) at the annual rate of $216,000 (U.S.), payable at such times as the Company customarily pays its other senior level executives.  In the sole discretion of the Company, the Base Salary may be payable through the issuance of shares of the Company’s common stock which have been registered by the Company on a Form S-8 registration statement filed with the Securities and Exchange Commission.

 

1.5            Discretionary Bonus .  From time to time during the Term, the Company may pay to the Employee additional compensation in an amount determined by the sole discretion of the Board of Directors.

 

1.6            Other Benefits .  During the Employment Term, Employee shall be entitled to participate in all employee benefit plans and programs made available to the Company’s senior level executives as a group or to its employees generally, as such plans or programs may be in effect from time to time, including, without limitation, medical, dental, short-term and long-term disability and life insurance plans, accidental death and dismemberment protection and travel accident insurance.  Employee shall be provided office space and staff assistance appropriate for Employee’s position and adequate for the performance of his duties.

 

1.7            Miscellaneous .  Employee shall be provided with reimbursement of expenses related to Employee’s employment by the Company.  Employee shall be entitled to vacation and holidays in accordance with the Company’s normal personnel policies for senior level executives.

 

2.            Confidential Information .  Employee recognizes and acknowledges that by reason of Employee’s employment by and service to the Company before, during and, if applicable, after the Employment Term, Employee will have access to certain confidential and proprietary information relating to the Company’s business, which may include, but is not limited to, trade secrets, trade “know-how,” product development techniques and plans, customer lists and addresses, cost and pricing information, strategy and programs, computer programs and software and financial information (collectively referred to as “Confidential Information”).  Employee acknowledges that such Confidential Information is a valuable and unique asset of the Company.  Employee covenants that he will not, unless expressly authorized in writing by the Board of Directors, at any time during the course of Employee’s employment use any Confidential Information or divulge or disclose any Confidential Information to any person, firm or corporation except in connection with the performance of Employee’s duties for the Company and in a manner consistent with the Company’s policies regarding Confidential Information.

 

 

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Employee also covenants that at any time after the termination of such employment, directly or indirectly, he will not use any Confidential Information or divulge or disclose any Confidential Information to any person, firm or corporation, unless such information is in the public domain through no fault of Employee or except when required to do so by a court of law, by any governmental agency having supervisory authority over the business of the Company or by any administrative or legislative body (including a committee thereof) with apparent jurisdiction to order Employee to divulge, disclose or make accessible such information.

 

All written Confidential Information (including, without limitation, in any computer or other electronic format) which comes into Employee’s possession during the course of Employee’s employment shall remain the property of the Company.  Upon termination of Employee’s employment, the Employee agrees to return immediately to the Company all written Confidential Information (including, without limitation, in any computer or other electronic format) in Employee’s possession.

 

3.            Non-Competition; Non-Solicitation .

 

3.1            Non-Compete .  The Employee hereby covenants and agrees that during the term of this Agreement, the Employee will not, without the prior written consent of the Company, directly or indirectly, on his own behalf or in the service or on behalf of others, whether or not for compensation, engage in any


 
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