The undersigned officer or employee of _ (Company), agrees
to repay to the Company all compensation payments or
reimbursements that are disallowed, in whole or in part, as a
deductible expense by the Internal Revenue Service. The
reimbursement shall be made to the full extent of the
disallowance upon an adverse decision of the last tribunal or
agency to consider the issue, provided the Company shall not be
obligated to seek further appeal if available.
Signed under seal this _ day of _, 19_.

Date: _

To: _ (Employee)

Dear _:

We are pleased to confirm your being employed by our firm
in the capacity of _. You will report directly to _,
commencing with your start of employment on _, 19_.
Your salary shall be $_ per _. You will also be covered
by the standard group benefit plans and fringe benefits
explained to you. For the first year vacation time shall be
pro-rated, so you will be entitled to _ days vacation for this
year.

If you agree, this letter sets for the our understanding,
please sign the enclosed copy and return for our files.
We look forward to your joining the company.

Very truly,
_______________________________

Date:_______________
Employer_________________________ Telephone:_________________
Address__________________________
City_____________________________
State____________________________
Zip______________________________

Nature of business______________________________________________
Position to be filled___________________________________________
Employee qualifications_________________________________________
Number of employees needed______________________________________
Wages or salary $________________ per __________________________
Employment is _____temporary ______permanent
Hours ________ to _______
Days ___________ to __________
Benefits________________________________________________________

We are an equal opportunity employer.

1. EFFECTIVE DATE:
Employment shall commence on _, 19_, time being
of the essence.

2. DUTIES:
Employee agrees to perform the following duties:
(Describe general duties, or attach job description)
_

Employee shall also perform such further duties as are
incidental or implied from the foregoing, consistent with the
background, training and qualifications of Employee or may be
reasonably delegated as being in the best interests of the
Company. The Employee shall devote full time to his employment
and expend best efforts on behalf of Company. Employee further
agrees to abide by all reasonable Company policies and
decisions now or hereinafter existing.

3. TERM:
The Employee’s employment shall continue for a period
of (_) years, beginning on the effective date of this
agreement and ending on _, 19_.

4. COMPENSATION:
The Employee shall be paid the following compensation:
a) Annual Salary: $_, paid on the payroll schedule
existing for other employees.
b) Such bonuses, vacations, sick leave, retirement
benefits and expense accounts as stated in the
Company manual for other management personnel or as
may be decided by the Company if said items are
discretionary with the Company.

5. TERMINATION:
This agreement may be earlier terminated upon:
a) Death of Employee or illness or incapacity that
prevents Employee from substantially performing for
(_) continous months or in excess of (_) aggregate
working days in any calender year.
b) Breach of agreement by Employee.

6. MISCELLANEOUS:
a) Employee agrees to execute a non-compete agreeement
as annexed hereto.
b) Employee agrees to execute a confidential
information and invention assignment agreement as
annexed hereto.
c) This agreeement shall not be assignable by either
party, provided that upon any sale of the business
by Company, the Company may assign this agreement to
its successor or employee may terminate same.
d) In the event of any dispute under this agreement, it
shall be resolved through binding arbitration in
accordance with the rules of the American
Arbitration Association.
e) This constitutes the entire agreement between the
parties.
Any modification must be in writing.

7. ADDITIONAL TERMS:
_
Signed under seal this _ day of _, 19_.

______________________________
Company
_____________________________
Employee

Company hereby employs employee to perform such duties at
such times and in such manner as the company may from time
to time direct.

Employee agrees that he will perform those duties assigned
to him to the best of his ability, to maintain a current
and complete account of his work and expenses, to remit
promptly to the company any monies paid to him or coming
into his possession which belong to the company, to devote
his full and undivided time to the transaction of company
business and to refrain from being engaged in any other
business during the tenure of his employment with the
company.

In consideration of the foregoing, company agrees to pay
to employee the amount of (amount) Dollars, ($ ), per
(period of time) plus reasonable travel expenses incurred
for the purpose of conducting company business.

This contract shall become effective on (date) and remain
in effect until it is terminated by either party. Either
party may terminate this agreement by providing the other
party with (number) day’s written notice of his or their
intention. Should this agreement be terminated by either
party, employee agrees that the payment in full to the
date of termination shall fully satisfy all claims against
the company under this agreement.

In witness whereof, the parties have executed this
agreement at (place of execution), on (date)

____________________
____________________
(Signatures)