Employment Employment Agreement Hourly

Employment Agreement This Employment Agreement (the "Agreement") is made and entered into as of the date set forth on the signature page hereof, by and between [COMPANY NAME], a California corporation (“Employer,” or "Company") and [NEW EMPLOYEE NAME], [NEW EMPLOYEE ADDRESS], Social Security Number [NEW EMPLOYEE SS#]. (“Employee”). I. DEFINITIONS AND TERM A. Definitions 1. “Management” -shall mean the president of Employer 2. “Customers” -shall mean Employer customers to whom, during the Term, Employer sold computer hardware. 3. “Transactions” -shall mean any business transaction booked by Employer of the nature contemplated in this Agreement. 4. “Vendors” -shall mean Employer vendors from whom, during the Term, Employer purchased computer hardware for resale. 5. “Proprietary Information” shall mean but not be limited to, all information of a proprietary nature relating to Employer such as, without limitation, accounting or sales records of any type or form associated with Employer or its clients, customers, vendors, employees and agents; client/customer/vendor lists (including without limitation, client/customer names, telephone numbers, other identification information), business know-how, pricing strategies, trade secrets, vendor and client contracts, vendor identities, business plans, financial projections, and all other information, whether in tangible form or otherwise which is of a proprietary nature. Proprietary information shall also include any and all information with respect to which Company is under a duty of nondiscllosur vis-à-vis a client of Employer. Proprietary information shall not include: (1) information in the public domain; (2) information already in the lawful possession of Employee as of the date of this Agreement; and (3) information obtained by Employee from a third party who is not under any duty of non-disclosure with respect to Company or any other person. B. Term -This Agreement will become effective on [START DATE] and will continue in effect until [TERMINATION DATE IF ANY] unless extended, terminated, or superseded earlier as described herein. C. Termination -Both Employer and Employee may, at their sole option, terminate this agreement with or without cause, upon immediate notice. Upon receipt of any notice of termination, Employee shall advise Employer of the status of all Employer Transactions under management by Employee. Employee shall be paid for all work performed and Employer Transactions completed through the date of termination. D. Employee-At-Will – Employee is an “employee-at-will” of Employer. E. Survival -In the event of any termination of this Agreement, V. and Article VI. hereof shall survive and continue in effect. II. NATURE OF SERVICES. The Employee shall be employed by Employer as a [TITLE] and, in that capacity, shall perform such functions set forth by Employer Management, which functions shall be: 1. [THESE ARE EXAMPLES; CHANGE AS NEEDED] 2. Preparing advertisements, posting the advertisements, and launching onliin auctions, for such inventory; 3. Determining sales prices; 4. Arranging for in-bound shipping, receiving, and testing; 5. Communicating with end-user customers (primarily via e-mail) regarding their purchases of your inventory from Employer; 6. Assisting Employer in packaging and shipping operations; 7. Customer service (returns, exchanges, refunds) related to your sales; 8. Other activities as may be necessary to reach sales objectives. III. COMPENSATION. A. Base Salary -Employee’s shall be paid an hourly rate of $[RATE] per hour, payable, less required payroll deductions, in twenty-four (24) equal semimonnthl installments each year, on the 16th and first day of each month that this Agreement is in effect. B. Medical Insurance – Employer shall provide medical insurance to Employee per the standard Employer medical insurance policy. C. Commissions -Employee [WILL OR WILL NOT OR DELETE PARAGRAPH] be paid commissions and/or bonuses on an ad-hoc basis for work on Employer projects as may arise from time to time, such amounts and projects to be detailed as future Exhibits to this Agreement. D. Taxes and Withholding -Employer shall withhold, pay and report Employee’s various federal and state income taxes and withholding, social security taxes, disability, unemployment insurance and other taxes to the extent Employer is liable. Employer’s liability for these amounts shall be limited to amounts relevant to the total amount of compensation paid by Employer to Employee, and as advised by Employee as to the relevant number of withholding exemptions. E. Supervision -Employer Management shall specifically supervise Employee. IV. SERVICES TO BE PERFORMED BY EMPLOYEE A. Method of Performing Services -Employer will determine the method, details, and means of performing the work to be carried out for this Agreement. Employer requires Employee to observe at all times the security and safety policies of Employer, and Employee shall abide by the “Employee Handbook” of Employer. B. Scheduling -Employee will generally work at Employer’s premises during normal Employer business hours. Should Employee be unable to perform scheduled services because of illness, resignation, or other causes beyond Employee's reasonable control, Employee shall notify Employer in accordance with Employer procedures. C. Small Company -Employee understands that Employer is a small company and that ad-hoc tasks may be required beyond those described herein and that Employer does not have all of the administrative and regulatory procedures in place as may other larger firms and as a consequence Employer may implement administrative policies on an ad-hoc basis as Employer Management determines in its sole discretion and Employee agrees to comply with these to the extent they do not conflict with governmental regulations or laws. V. INTELLECTUAL PROPERTY RIGHTS, PROPRIETARY INFORMATION, NON-COMPETITION, CONFIDENTIALITY, RESIDUAL RIGHTS A. Proprietary Information – Employee covenants to Employer, which covenants shall survive the termination of this Agreement, as follows: 1. Upon request by Employer, Employee shall deliver to Employer all files, notes, letters, documents and records (whether written, electronic, or otherwise) which may contain Proprietary Information and which are then in his or her possession or control and shall not retain, use, sell, or distribute, any copies or summaries thereof. 2. Proprietary Information is of critical importance to Employer and a violation of this Section V. by Employee would seriously and irreparably impair and damage Employer's business. Employee shall keep all Proprietary Information as a fiduciary for the sole benefit of Employer pursuant to the terms of this Agreement. B. Ownership of Work Product -All copyrights, patents, trade secrets, or other intellectual property rights associated with any ideas, concepts, techniques, inventions, processes, or works of authorship developed or created by Employee or its personnel during the course of performing Employee's work (collectively, the "Work Product") shall belong exclusively to Employer and shall, to the extent possible, be considered a work made for hire for Employer within the meaning of Title 17 of the United States Code. Employee automatically assigns at the time of creation of the Work Product, without any requirement of further consideration, any right, title, or interest it or they may have in such Work Product, including any copyrights or other intellectual property rights pertaining thereto. Upon request of Employer, Employee shall take such further actions, and shall cause its personnel to take such further actions, including execution and delivery of instruments of conveyance, as may be appropriate to give full and proper effect to such assignment. C. Non-Competition and Confidentiality -During the term of this Agreement and for one year thereafter, Employee will not engage in any competitive activity involving Employer’s vendors and customers without the express written permission of Employer with the exception of vendors or customers introduced to Employer by Employee and with whom Employer had not previously conducted business. Employee further acknowledges that information provided by Employer regarding current and potential vendors, customers, business practices, and all related information is highly confidential, and will not be disseminated to other parties in any way or form whatsoever for a period of one year following termination of this agreement. To compensate for such breaches of noncompeetitio and/or confidentiality, Employer shall be entitled to receive compensation for losses of revenues and profits in the amount of any profits realized by Employee and/or his/her associates or related parties (e.g., employer or other clients) plus additional damages to the full extent permissible by law, all as determined by Employer for a period of 18 months following termination of this agreement. D. Agreement Confidential -Employee and Employer both acknowledge that this Agreement between the parties hereto is confidential, and that neither this Agreement nor the terms thereof will be disseminated to other parties (e.g., employees, competitors, customers, others) without the written consent of Employer management. E. Residual Rights of Personnel -Notwithstanding anything to the contrary herein, Employee shall be free to use and employ his or her general skills, knowhoow and expertise, and to use, disclose, and employ any generalized ideas, concepts, know-how, methods, techniques, or skills gained or learned during the term of this Agreement, so long as he or she acquires and applies such information without disclosure of any confidential or proprietary information of Employer and without any unauthorized use or disclosure of Work Product, and specifically as long as Employee does not violate Section V. above) of this Agreement. VI. REMEDIES. A. Remedies -It is specifically understood and agreed that any breach of the provisions of Section V. of this Agreement is likely to result in irreparable injury to Employer and that the remedy at law alone would be an inadequate remedy for such breach, and that in addition to any other remedy it may have, Employer shall be entitled to enforce the specific performance of this Agreement by Employee and to seek both temporary and permanent injunctive relief (to the extent permitted in law or equity). Employer and Employee recognize that the covenants contained herein constitute a restraint of future employment, business, and trade rights of Employee and as such, are enforceable to the extent necessary to protect and preserve to Employer the valuable goodwill and proprietary rights of Employer as they now exist and as they may be developed in the future by Employee and others on behalf of Employer. Employee agrees that the restrictions contained herein will not, in all likelihood, constitute a serious hardship in securing future employment. B. Submission to Arbitration -In the event that Employee asserts any claim arising out of or relating to Employee’s employment relationship with the Company, Employee and the Company agree to submit any such matter to final and binding arbitration, upon a request submitted by Employee in writing to the Company within sixty (60) days from the date the claim arose. If the Company does not receive a written request for arbitration from Employee within sixty (60) days from the date the claim arose, or within such other time period provided herein, Employee will have waived any right to raise the claim, in any forum, arising out of Employee’s employment relationship with the Company. In consideration for and as a material condition of employment and continuation of employment with the Company, Employee agrees that final and binding arbitration is the exclusive means for resolving Covered Claims; no other action may be brought in court or in any other forum. This Agreement is a waiver of all rights to a civil court action for a Covered Claim; only an arbitrator, not a judge or jury, will decide the claim. C. Legal Costs -If action is instituted by either party to enforce this Agreement, the prevailing party shall receive from the losing party its reasonable attorney's fees and associated enforcement costs as fixed by the Court; the losing party shall be responsible for payment of the Arbitrator’s fees and costs. D. Lawful Performance -Employee warrants and represents to Company that Employee is lawfully entitled to enter into and perform this Agreement and that the execution and performance of the same by Employee does not infringe upon any agreements or covenants to which Employee is a party. Employee shall indemnify Employer from all causes of action brought against Employer or any of its officers or employees arising from the employment of Employee by Employer. E. Hold Harmless -The parties agree to indemnify, defend and hold harmless each other from and against any and all claims, liabilities, costs, damages, expenses (including reasonable attorney’s fees) (collectively “Liabilities”) to the extent that, from Employee’s perspective, Employee shall become subject to such Liabilities as a result of the proper and lawful discharge by the Employee of his duties under this Agreement; and from Company’s perspective, to the extent that Company becomes subject to such Liabilities as a result of a breach by Employee of his representations and warranties set forth herein. VII. GENERAL PROVISIONS A. Notices -Any notices to be given hereunder by either party to the other may be effected either by personal delivery in writing, or by mail, registered or certified, postage prepaid with return receipt requested as specified in the first paragraph to this Agreement or at a different address as later amended in writing. Notices delivered personally will be deemed communicated as of the time of actual receipt. Mailed notices will be deemed communicated as of two days after mailing. B. Entire Agreement of the Parties -This Agreement supersedes any and all agreements, either oral or written, between the parties hereto with respect to the rendering of services by Employee for Employer and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, that are not embodied herein, and that no other agreement, statement, or promise not contained in this agreement shall be valid or binding. C. True Information -Employee warrants that all information provided by Employee to Employer in the course of Employer’s efforts to hire Employee are true, accurate and complete and contain no misrepresentations nor omissions in Employee’s education, credentials, certifications, and previous employment history (as described in Employee’s resume attached as Exhibit A hereto). D. Partial Invalidity -If any provision in this agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. E. Modifications and Corrections -Employer reserves the right to modify or correct this Agreement upon advance written notice to Employee. F. Governing Law -This Agreement will be governed by and construed in accordance with the laws of the [STATE] and shall be deemed to have been entered into in [CITY], [STATE]. G. Effective Date -This Agreement is not binding nor effective until signed by both parties; until this Agreement is signed by both parties it shall be considered a non-binding draft agreement of no force and effect. Agreed and Accepted: Employee: FOR [COMPANY NAME] (Please sign above and date below) (Please sign above; print name and title here; date below) Date Date EXHIBIT A: Employee Resume ATTACH OR PASTE-IN A COPY OF EMPLOYEE’S RESUME EMPLOYEE TO INITIAL EACH PAGE THEREOF