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$43	Preview Full Doc	2003	Employment Agreement Employment Agreement (25K) Doc #154790: Click preview link for longer preview. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into on April 1, 2003 (the "Effective Date) by and between Stellent, Inc., a Minnesota corporation (the "Company"), and Vern Hanzlik, a resident of Minnesota ("Employee"). RECITALS A. Employee is the Company's former President and Chief Executive Officer and a former director of the Company, having resigned from those positions pursuant to a separate Transition Agreement entered into on March 31, 2003 (the "Transition Agreement"). B. Company desires to retain the services of Employee with respect to certain transition matters and business development activities of the Company, and Employee desires to accept such continued employment, subject to the terms and conditions set forth in this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the foregoing premises and the respective agreements of the Company and Employee set forth below, the Company and Employee, intending to be legally bound, agree as follows: 1. POSITION AND DUTIES. Employee shall be employed during the Term as a Business Development Specialist reporting to the Company's President and shall, among other things, provide advice and assistance to the Company with respect to (1) the Company's hosted solutions group, (2) companies and technologies relating to new business development or mergers and acquisitions; and (3) retention of existing large enterprise customers and generation of new enterprise customers. Employee shall render such services to the Company when and as requested by the Company and at such time or times and at such location or locations (which may include off-site locations) as may be mutually convenient to the Company and Employee, provided that Employee shall be available to provide such services only during regular business hours and subject to normal periods of vacation, sick leave or other occasional personal time off. During the first year of this Agreement, Employee shall be available to provide such services for a minimum of 130 hours per month. Employee's required availability during the second year of this Agreement shall be agreed upon by the parties, and, if no agreement is reached Employee shall be available to provide services hereunder during the second year for a minimum of 40 hours per month. Employee shall devote his best efforts to the performance of services to the Company hereunder, but he may engage in other employment or business activities during the Term so long as such employment and business activities do not unreasonably interfere with Employee's duties and obligations hereunder. 2. TERM. The term of Employee's employment under this Agreement shall commence on the Effective Date and shall continue until March 31, 2005 (the "Term"), 154790	Stellent Stellent, Inc. ( Software & Programming ) As referenced in this Employment Agreement: Stellent, Inc. – EMPLOYMENT AGREEMENT - VERNON J HANZLIK {TEXT} {PAGE} EXHIBIT 10.48 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into on April 1, 2003 (the "Effective Date) by and between Stellent, Inc. , a Minnesota corporation (the "Company"), and Vern Hanzlik, a resident of Minnesota ("Employee"). RECITALS A. Employee is the Company's former President and Chief Executive Officer and a former _____________ Stellent, Inc. – of this Agreement or any of the provisions hereof. IN WITNESS WHEREOF, Employee and the Company have executed this Agreement as of the date set forth in the first paragraph. Stellent, Inc. By ------------------------------ Robert Olson Its -------------------------- --------------------------------- Vern Hanzlik 8 {/TEXT} {/DOCUMENT} _____________ dt 1372341 ; Stellent Stellent, Inc. ( Software & Programming ) As referenced in this Employment Agreement: Stellent, Inc. – EMPLOYMENT AGREEMENT - VERNON J HANZLIK {TEXT} {PAGE} EXHIBIT 10.48 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into on April 1, 2003 (the "Effective Date) by and between Stellent, Inc. , a Minnesota corporation (the "Company"), and Vern Hanzlik, a resident of Minnesota ("Employee"). RECITALS A. Employee is the Company's former President and Chief Executive Officer and a former _____________ Stellent, Inc. – of this Agreement or any of the provisions hereof. IN WITNESS WHEREOF, Employee and the Company have executed this Agreement as of the date set forth in the first paragraph. Stellent, Inc. By ------------------------------ Robert Olson Its -------------------------- --------------------------------- Vern Hanzlik 8 {/TEXT} {/DOCUMENT} _____________ dt 1372353 ;	Vern Hanzlik
$39	Preview Full Doc	2003	Employment Agreement Employment Agreement (12K) Doc #169677: Click preview link for longer preview. EMPLOYMENT AGREEMENT This Employment Agreement (Agreement), the Release attached as Schedule A hereto (the Release), the Nonsolicitation Agreement attached hereto as Schedule B (the Nonsolicitation Agreement) and the Noncompetition Agreement attached as Schedule C hereto (the Noncompetition Agreement) are made and entered into as of the date indicated below between Digital River, Inc., including its agents, facilities, affiliates, associated entities, joint ventures, subsidiaries, predecessors, successors, officers, directors, assigns, employees, stockholders, delegates, benefit plans and plan administrators, attorneys and insurers (collectively Digital River), and Jay Kerutis (Mr. Kerutis). Notwithstanding any other provision of this Agreement, this Agreement shall not be effective or have any effect until the Release has become effective and enforceable. Mr. Kerutis and Digital River are sometimes referenced collectively as the Parties to this Agreement. Digital River and Mr. Kerutis wish to provide for the modification of their employment and other contractual relationships in connection with Mr. Kerutis resignation as an Officer of Digital River, Inc., as follows: I. MR. KERUTIS EMPLOYMENT. The parties agree that Mr. Kerutis will report to the Chief Executive Officer on strategic sales matters, effective October 1, 2003 (the Transfer Date), until January 2, 2005 (the Strategic Planning Period). The parties agree that Mr. Kerutis employment with Digital River will terminate on January 2, 2005, or sooner if Mr. Kerutis accepts other employment (excluding board memberships and part-time consulting arrangements) (such date, the Separation Date) or materially breaches this Agreement, including the Schedules thereto. The parties agree that Mr. Kerutis shall remain an employee of Digital River during the Strategic Planning Period, except as specifically provided herein. The parties agree that Mr. Kerutis shall not be an Officer of Digital River after the Transfer Date. The parties agree that Mr. Kerutis shall be paid $2,000, less applicable withholdings, at the end of each month during the Strategic Planning Period. During the Strategic Planning Period Mr. Kerutis shall assist Digital River in such projects and work as Digital River may assign to Mr. Kerutis. Digital River may assign work to Mr. Kerutis at its sole discretion during the Strategic Planning Period. Mr. Kerutis may work at such location as he deems appropriate, subject to the reasonable requirements of Digital River. . Mr. Kerutis agrees during the Strategic Planning Period that he will faithfully, industriously, and to the best of his ability, experience, and talents, perform all of the duties that may be required by Digital River. The parties agree that Digital River shall pay Mr. Kerutis for all accrued and used vacation as soon as is practicable after the Transfer Date. The parties agree that Mr. Kerutis shall no longer accrue vacation after the Transfer Date. 169677	Digital River Digital River, Inc. ( Software & Programming ) As referenced in this Employment Agreement: Digital River, Inc. – as Schedule B (the Nonsolicitation Agreement) and the Noncompetition Agreement attached as Schedule C hereto (the Noncompetition Agreement) are made and entered into as of the date indicated below between Digital River, Inc. , including its agents, facilities, affiliates, associated entities, joint ventures, subsidiaries, predecessors, successors, officers, directors, assigns, employees, stockholders, delegates, benefit plans and plan administrators, attorneys and insurers (collectively Digital River), _____________ Digital River, Inc. – this Agreement. Digital River and Mr. Kerutis wish to provide for the modification of their employment and other contractual relationships in connection with Mr. Kerutis resignation as an Officer of Digital River, Inc. , as follows: I. MR. KERUTIS EMPLOYMENT. The parties agree that Mr. Kerutis will report to the Chief Executive Officer on strategic sales matters, effective October 1, 2003 (the Transfer _____________ DIGITAL RIVER, INC. – balance of the Agreement shall be enforceable in accordance with its terms. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date set forth below: Jay Kerutis DIGITAL RIVER, INC. /s/ Jay Kerutis By: /s/ Carter D. Hicks Its: Chief Financial Officer Date: August 5, 2003 Date: August 5, 2003 4 Schedules A, B and C - Intentionally Omitted 5 _____________ dt 1461416 ; Digital River Digital River, Inc. ( Software & Programming ) As referenced in this Employment Agreement: Digital River, Inc. – as Schedule B (the Nonsolicitation Agreement) and the Noncompetition Agreement attached as Schedule C hereto (the Noncompetition Agreement) are made and entered into as of the date indicated below between Digital River, Inc. , including its agents, facilities, affiliates, associated entities, joint ventures, subsidiaries, predecessors, successors, officers, directors, assigns, employees, stockholders, delegates, benefit plans and plan administrators, attorneys and insurers (collectively Digital River), _____________ Digital River, Inc. – this Agreement. Digital River and Mr. Kerutis wish to provide for the modification of their employment and other contractual relationships in connection with Mr. Kerutis resignation as an Officer of Digital River, Inc. , as follows: I. MR. KERUTIS EMPLOYMENT. The parties agree that Mr. Kerutis will report to the Chief Executive Officer on strategic sales matters, effective October 1, 2003 (the Transfer _____________ DIGITAL RIVER, INC. – balance of the Agreement shall be enforceable in accordance with its terms. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date set forth below: Jay Kerutis DIGITAL RIVER, INC. /s/ Jay Kerutis By: /s/ Carter D. Hicks Its: Chief Financial Officer Date: August 5, 2003 Date: August 5, 2003 4 Schedules A, B and C - Intentionally Omitted 5 _____________ dt 1468490 ;	Jay Kerutis
$32	Preview Full Doc	2004	Employment Agreement Employment Agreement (25K) Doc #189839: Click preview link for longer preview. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into on this the 4th day of February, 2004, with an effective date of April 15, 2003 ("Effective Date"), by and between Dwango North America Corp. ("DNA"), a Nevada corporation with a principal place of business at 5847 San Felipe St., Suite 3220, Houston, Texas 77057-3000, and [employee name], an individual residing at [employee address] ("Employee"). WHEREAS DNA desires to engage Employee to perform [description of services to be performed by employee] relating to DNA's wireless content development and publishing business, and to develop certain Intellectual Property (as defined below) for the exclusive use and benefit of DNA (hereinafter collectively the "Services"); WHEREAS Employee desires to perform the Services for DNA, and to receive the compensation to be paid by DNA in connection therewith; WHEREAS DNA shall provide Employee with various kinds of proprietary information and training, including but not limited to business contacts, business plans, technical information and other valuable business information which is of a secret or confidential nature; NOW, THEREFORE, for and in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, DNA and Employee (hereinafter collectively "the Parties" and each a "Party") do hereby agree as follows: 1. DEFINITIONS a. "Competitor of DNA" shall mean any individual or entity in the business of developing or distributing software applications that enable mobile telephones to download, organize or play games, ring tones or media. An individual or entity shall be regarded as a Competitor of DNA if it is in the business of developing or distributing such applications either during the term of this Agreement or at any time during the twelve (12) month period after the expiration or termination of this Agreement. b. "Confidential Information" shall mean all nonpublic information that the Party disclosing such information ("Disclosing Party") designates as being confidential, or information that, under the circumstances surrounding disclosure ought to be treated as confidential. Confidential Information includes, without limitation, information related to released or unreleased Disclosing Party software products, the marketing or promotion of any Disclosing Party product, Disclosing Party's business policies or practices, and information received from others that Disclosing Party is obligated to treat as confidential. Confidential Information disclosed to another party ("Receiving Party") by any Disclosing Party agent is also deemed to be covered by this Agreement. Confidential Information does not include any of the foregoing items which (i) have become publicly and widely known and made generally available through no wrongful act of the Receiving Party or of others who were under confidentiality obligations as to the item or items involved, (ii) was known to the Receiving Party, without restriction, at the time of disclosure, as demonstrated by files in existence at the time of disclosure; or (iii) becomes known to the Receiving Party, without restriction, from a source other than the Disclosing Party without breach of this Agreement by the Receiving Party and otherwise not in violation of the Disclosing Party's rights. 189839	Dwango Dwango North America Corp. ( Software & Programming ) As referenced in this Employment Agreement: Dwango North America Corp. – EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into on this the 4th day of February, 2004, with an effective date of April 15, 2003 ("Effective Date"), by and between Dwango North America Corp. ("DNA"), a Nevada corporation with a principal place of business at 5847 San Felipe St., Suite 3220, Houston, Texas 77057-3000, and [employee name], an individual residing at [employee _____________ DWANGO NORTH AMERICA CORP. – may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. [signature page follows] 6 {PAGE} DWANGO NORTH AMERICA CORP. By: --------------------------------------- Robert E. Huntley, Chairman [Employee] ------------------------------------------- [Employee] {PAGE} EXHIBIT A FORM OF DWANGO STOCK OPTION PLAN AND STOCK OPTION AGREEMENT {PAGE} EXHIBIT B PRIOR INVENTIONS {/TEXT} {/DOCUMENT} _____________ dt 1461542
$40	Preview Full Doc	2003	Employment Agreement Employment Agreement (29K) Doc #191844: Click preview link for longer preview. EMPLOYMENT AGREEMENT This Agreement is entered into as of April 23, 2003, by and between ScanSoft, Inc. (along with its successors and assigns, the "Company") and Stuart R. Patterson (the "Executive"). 1. Duties and Scope of Employment. (a) Positions and Duties. Executive will serve as President of the Company. Executive will render such business and professional services in the performance of Executive's duties consistent with Executive's position within the Company and as reasonably assigned to Executive by the Chief Executive Officer of the Company. The period of Executive's employment under this Agreement is referred to herein as the "Employment Term." The Employment Term shall commence upon the Effective Date (as defined in Section 15 below). (b) Board Membership. During the Employment Term, Executive will serve as a member of the Board of Directors of the Company (the "Board"), subject to any required stockholder approval. (c) Obligations. During the Employment Term, Executive will devote Executive's full business efforts and time to the Company. For the duration of the Employment Term, Executive agrees not to actively engage in any other employment, occupation or consulting activity for any direct or indirect remuneration without the prior approval of the Board of Directors of the Company, which approval will not be unreasonably withheld; provided, however, that Executive may, without the approval of the Board, serve in any capacity with any civic, educational or charitable organization, subject to Section 5 herein. 2. At-Will Employment. Executive and the Board acknowledge that this employment relationship may be terminated at any time, upon ninety (90) days written notice to the other party, with or without good cause or for any or no cause, at the option either of the Board or Executive. Executive understands and agrees that neither Executive's job performance nor promotions, commendations, bonuses or the like from the Company give rise to or in any way serve as the basis for modification, amendment, or extension, by implication or otherwise, of Executive's employment with the Company. However, as described in this Agreement, Executive may be entitled to severance benefits depending upon the circumstances of Executive's termination of employment. 3. Compensation. (a) Base Salary. The Company will pay Executive as compensation for Executive's services a base salary at the annualized rate of $275,000 through the first year of the Employment Term, $300,000 through the second year of the Employment Term, and $325,000 through the third year of the Employment Term (respectively, the "Base Salary"). Upon the third anniversary of the -1- {PAGE} Employment Term, if no explicit terms to the contrary have been discussed and agreed upon by Executive and the Company, the Base Salary shall increase by $25,000 each year of the Employment Term, commencing on the third anniversary of the Effective Date. The Base Salary will be paid through payroll periods that are consistent with the Company's normal payroll practices and will be subject to the usual, required withholding. (b) Performance Bonus. For each fiscal year of the Company, Executive will be eligible to receive a target bonus of up to fifty percent (50%) of Executive's then Base Salary based upon the achievement of performance criteria established within four (4) months of the start of the applicable bonus period by the Compensation Committee of the Board, after consultation with Executive (for the fiscal year ending on December 31, 2003, the bonus shall be prorated based on the number of months actually worked). The performance standards will be based on the Company's achievement of revenue, diluted earnings per share ("EPS") and time to market ("TTM") goals. The actual percentage of Base Salary payable as a bonus for any year will depend upon the extent to which the applicable performance criteria have been achieved. Any bonus that actually is earned will be paid as soon as practicable (but no later than 2-1/2 months) after the end of the fiscal year for which the bonus is earned, but only if Executive was employed with the Company through the end of such fiscal year. (c) Success Bonus. If, on the first (1st) anniversary of the Effective Date, the Company has achieved the performance goals established, within four (4) months of the Effective Date, by the Compensation Committee of the Board, after consultation with Executive, then Executive will fully vest in fifty percent (50%) of Executive's then unvested shares of restricted Company common stock that were assumed in the Merger (the "Restricted Stock"), but only if Executive was employed with the Company through the first (1st) anniversary of the Effective Date. The performance goals to be established will be based upon factors and criteria, to be agreed upon by the Compensation Committee of the Board after consultation with Executive, relating to the successful integration of the Company's business after the Merger. (d) Stock Options. On the Effective Date, Executive will be granted a stock option to purchase one million (1,000,000) shares of the Company's Common Stock at an exercise price equal to the fair market value of the Company's Common Stock on the date of grant (the "Option"). Subject to the accelerated vesting provisions set forth herein, the Option will vest as to 1/16 of the shares subject to the Option on the date that is three (3) months from the Effective Date, and 1/16 of the original number of shares subject to the Option will vest on the date that falls at the end of every three (3) month period thereafter, subject to Executive's continued employment with the Company on the relevant vesting date(s). In no event will the Option be exercisable beyond the eighth (8th) anniversary of the Effective Date. The Option will be subject to the terms, definitions and provisions of the stock option plan, which is intended to be the SpeechWorks International, Inc. 2000 Employee, Director and Consultant Stock Plan (the "Option Plan"), and the stock option agreement (the "Option Agreement") under which it is granted, both which documents are incorporated herein by reference. (e) Employee Benefits. During the Employment Term, Executive will be entitled to participate in the employee benefit plans currently and hereafter maintained by the Company of general applicability to other senior executives of the Company, including, without limitation, the 191844	Mintz Levin Mintz, Levin, Cohn, Ferris, Glovsky and Popeo As referenced in this Employment Agreement: Mintz, Levin – last residential address known by the Company With a Copy To: Peter J. Marathas, Jr. Mintz, Levin , Cohn, Ferris, Glovsky and Popeo, P.C. One Financial Center Boston, MA 02111 -6- { dt 35947 ; ScanSoft ScanSoft, Inc. ( Software & Programming ) As referenced in this Employment Agreement: SCANSOFT, INC. – {DOCUMENT} {TYPE}EX-10.1 {SEQUENCE}6 {FILENAME}b46628a1exv10w1.txt {DESCRIPTION}STUART R. PATTERSON EMPLOYMENT AGREEMENT {TEXT} {PAGE} Exhibit 10.1 SCANSOFT, INC. EMPLOYMENT AGREEMENT This Agreement is entered into as of April 23, 2003, by and between ScanSoft, Inc. (along with its successors and assigns, the "Company") and Stuart R. Patterson ( _____________ ScanSoft, Inc. – b46628a1exv10w1.txt {DESCRIPTION}STUART R. PATTERSON EMPLOYMENT AGREEMENT {TEXT} {PAGE} Exhibit 10.1 SCANSOFT, INC. EMPLOYMENT AGREEMENT This Agreement is entered into as of April 23, 2003, by and between ScanSoft, Inc. (along with its successors and assigns, the "Company") and Stuart R. Patterson (the "Executive"). 1. Duties and Scope of Employment. (a) Positions and Duties. Executive will serve as President _____________ ScanSoft, Inc. – prepaid and addressed to the parties or their successors at the following addresses, or at such other addresses as the parties may later designate in writing: If to the Company: ScanSoft, Inc. 9 Centennial Drive Peabody, MA 01960 Attn: Chief Financial Officer If to Executive: at the last residential address known by the Company With a Copy To: Peter J. Marathas, _____________ dt 1327471 ; ScanSoft ScanSoft, Inc. ( Software & Programming ) As referenced in this Employment Agreement: SCANSOFT, INC. – {DOCUMENT} {TYPE}EX-10.1 {SEQUENCE}6 {FILENAME}b46628a1exv10w1.txt {DESCRIPTION}STUART R. PATTERSON EMPLOYMENT AGREEMENT {TEXT} {PAGE} Exhibit 10.1 SCANSOFT, INC. EMPLOYMENT AGREEMENT This Agreement is entered into as of April 23, 2003, by and between ScanSoft, Inc. (along with its successors and assigns, the "Company") and Stuart R. Patterson ( _____________ ScanSoft, Inc. – b46628a1exv10w1.txt {DESCRIPTION}STUART R. PATTERSON EMPLOYMENT AGREEMENT {TEXT} {PAGE} Exhibit 10.1 SCANSOFT, INC. EMPLOYMENT AGREEMENT This Agreement is entered into as of April 23, 2003, by and between ScanSoft, Inc. (along with its successors and assigns, the "Company") and Stuart R. Patterson (the "Executive"). 1. Duties and Scope of Employment. (a) Positions and Duties. Executive will serve as President _____________ ScanSoft, Inc. – prepaid and addressed to the parties or their successors at the following addresses, or at such other addresses as the parties may later designate in writing: If to the Company: ScanSoft, Inc. 9 Centennial Drive Peabody, MA 01960 Attn: Chief Financial Officer If to Executive: at the last residential address known by the Company With a Copy To: Peter J. Marathas, _____________ dt 1372056 ;	Speechworks Speechworks International Inc. As referenced in this Employment Agreement: SpeechWorks International, Inc. – the eighth (8th) anniversary of the Effective Date. The Option will be subject to the terms, definitions and provisions of the stock option plan, which is intended to be the SpeechWorks International, Inc. 2000 Employee, Director and Consultant Stock Plan (the "Option Plan"), and the stock option agreement (the "Option Agreement") under which it is granted, both which documents are incorporated herein _____________ SpeechWorks International, Inc. – laws provisions). 14. Merger. At the same time as the execution of this Agreement, the Company, Spiderman Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Company ("Acquiring"), and SpeechWorks International, Inc. ("SpeechWorks"), have entered into an Agreement and Plan of Reorganization dated as of the date hereof (the "Reorganization Agreement") pursuant to which SpeechWorks will merge with and into Acquiring _____________ dt 1315719 ; Speechworks Speechworks International Inc. As referenced in this Employment Agreement: SpeechWorks International, Inc. – the eighth (8th) anniversary of the Effective Date. The Option will be subject to the terms, definitions and provisions of the stock option plan, which is intended to be the SpeechWorks International, Inc. 2000 Employee, Director and Consultant Stock Plan (the "Option Plan"), and the stock option agreement (the "Option Agreement") under which it is granted, both which documents are incorporated herein _____________ SpeechWorks International, Inc. – laws provisions). 14. Merger. At the same time as the execution of this Agreement, the Company, Spiderman Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Company ("Acquiring"), and SpeechWorks International, Inc. ("SpeechWorks"), have entered into an Agreement and Plan of Reorganization dated as of the date hereof (the "Reorganization Agreement") pursuant to which SpeechWorks will merge with and into Acquiring _____________ dt 1315727 ; More...
$42	Preview Full Doc	2002	Employment Agreement Employment Agreement (35K) Doc #215918: Click preview link for longer preview. EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of July 26, 2001, at Vancouver, BC between XML-Global Technologies, Inc., a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and Peter Shandro ("Employee"). In consideration of the mutual covenants, agreements and provisions contained in this Agreement, the parties agree as follows: EMPLOYMENT 1.0 EMPLOYMENT. . . . 215918	Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies – have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies , Inc. By:__________________________________ Simon Anderson, Chief Financial Officer & dt 15282 ; Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies, – have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By:__________________________________ Simon Anderson, Chief Financial Officer & dt 15283 ;	XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EX-10.19 3 exh1019.htm EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of July 26, 2001, at Vancouver, BC between XML-Global Technologies, Inc. , a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and Peter Shandro ("Employee"). In consideration of the mutual covenants, agreements and _____________ XML-Global Technologies, Inc. – Any amendment or modification hereof must be in writing. IN WITNESS WHEREOF, the parties to this Agreement have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By:__________________________________ Simon Anderson, Chief Financial Officer XML-Global Research Inc. By:___________________________________ Simon Anderson, Chief Financial Officer EMPLOYEE: Peter Shandro _______________________________________ _____________ dt 1331052 ; XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EX-10.19 3 exh1019.htm EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of July 26, 2001, at Vancouver, BC between XML-Global Technologies, Inc. , a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and Peter Shandro ("Employee"). In consideration of the mutual covenants, agreements and _____________ XML-Global Technologies, Inc. – Any amendment or modification hereof must be in writing. IN WITNESS WHEREOF, the parties to this Agreement have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By:__________________________________ Simon Anderson, Chief Financial Officer XML-Global Research Inc. By:___________________________________ Simon Anderson, Chief Financial Officer EMPLOYEE: Peter Shandro _______________________________________ _____________ dt 1312055
$41	Preview Full Doc	2002	Employment Agreement Employment Agreement (30K) Doc #215920: Click preview link for longer preview. EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of June 10, 2002, at Vancouver, BC between XML-Global Technologies, Inc., a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and John McAughtry ("Employee"). In consideration of the mutual covenants, agreements and provisions contained in this Agreement, the parties agree as follows: EMPLOYMENT 1.0 . . . 215920	Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies – have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies , Inc. By:__________________________________ Simon Anderson, Chief Financial Officer & dt 15286 ; Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies, – have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By:__________________________________ Simon Anderson, Chief Financial Officer & dt 15287 ;	XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EX-10.21 5 exh1021.htm EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of June 10, 2002, at Vancouver, BC between XML-Global Technologies, Inc. , a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and John McAughtry ("Employee"). In consideration of the mutual covenants, agreements and _____________ XML-Global Technologies, Inc. – Any amendment or modification hereof must be in writing. IN WITNESS WHEREOF, the parties to this Agreement have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By:__________________________________ Simon Anderson, Chief Financial Officer XML-Global Research Inc. By:__________________________________ Simon Anderson, Chief Financial Officer EMPLOYEE: John McAughtry ______________________________________ _____________ dt 1331053 ; XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EX-10.21 5 exh1021.htm EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of June 10, 2002, at Vancouver, BC between XML-Global Technologies, Inc. , a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and John McAughtry ("Employee"). In consideration of the mutual covenants, agreements and _____________ XML-Global Technologies, Inc. – Any amendment or modification hereof must be in writing. IN WITNESS WHEREOF, the parties to this Agreement have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By:__________________________________ Simon Anderson, Chief Financial Officer XML-Global Research Inc. By:__________________________________ Simon Anderson, Chief Financial Officer EMPLOYEE: John McAughtry ______________________________________ _____________ dt 1312057
$37	Preview Full Doc	2002	Employment Agreement Employment Agreement (35K) Doc #215928: Click preview link for longer preview. EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of July 26, 2001, at Vancouver, BC between XML-Global Technologies, Inc., a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and Peter Shandro ("Employee").In consideration of the mutual covenants, agreements and provisions contained in this Agreement, the parties agree as follows: EMPLOYMENT 1.0 EMPLOYMENT. . . . 215928	Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies – EMENT is made as of July 26, 2001, at Vancouver, BC between XML-Global Technologies , Inc., a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" xml-global technologies – executed it on the day and year first above written. EMPLOYER: XML-Global Technologies , Inc. By: /s/ Simon Anderson & dt 15299 ; Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies, – EMENT is made as of July 26, 2001, at Vancouver, BC between XML-Global Technologies, Inc., a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" xml-global technologies, – executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By: /s/ Simon Anderson & dt 15300 ;	XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EX-10.21 4 xml-1021.htm EMPLOYMENT AGREEMENT OF PETER SHANDRO EXHIBIT 10.21 EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of July 26, 2001, at Vancouver, BC between XML-Global Technologies, Inc. , a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and Peter Shandro ("Employee").In consideration of the mutual covenants, agreements and _____________ XML-Global Technologies, Inc. – Any amendment or modification hereof must be in writing. IN WITNESS WHEREOF, the parties to this Agreement have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By: /s/ Simon Anderson Simon Anderson, Chief Financial Officer XML-Global Research Inc. By: /s/ Simon Anderson Simon Anderson, Chief Financial Officer EMPLOYEE: /s/ Peter Shandro Peter Shandro _____________ dt 1331054 ; XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EX-10.21 4 xml-1021.htm EMPLOYMENT AGREEMENT OF PETER SHANDRO EXHIBIT 10.21 EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of July 26, 2001, at Vancouver, BC between XML-Global Technologies, Inc. , a Colorado corporation, XML-Global Research Inc., a British Columbia corporation (collectively "Corporation" or "Company" or "Employer"), and Peter Shandro ("Employee").In consideration of the mutual covenants, agreements and _____________ XML-Global Technologies, Inc. – Any amendment or modification hereof must be in writing. IN WITNESS WHEREOF, the parties to this Agreement have duly executed it on the day and year first above written. EMPLOYER: XML-Global Technologies, Inc. By: /s/ Simon Anderson Simon Anderson, Chief Financial Officer XML-Global Research Inc. By: /s/ Simon Anderson Simon Anderson, Chief Financial Officer EMPLOYEE: /s/ Peter Shandro Peter Shandro _____________ dt 1312058
$34	Preview Full Doc	2002	Employment Agreement Employment Agreement (16K) Doc #215929: Click preview link for longer preview. EMPLOYMENT AGREEMENT THIS AGREEMENT, dated as of December 17, 2001, is made and entered into by and between LE Informatics, Inc., a Delaware corporation, XML-Global Technologies, Inc., a Colorado corporation (collectively the "Company"), and Tim Ruggles ("Employee"). For the definition of certain terms used in this Agreement, see Section 4 below. The Company and Employee agree as follows: Section 1. Employment. 1.1. . . . 215929	Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies – 2001, is made and entered into by and between LE Informatics, Inc., a Delaware corporation, XML-Global Technologies , Inc., a Colorado corporation (collectively the "Company"), and Tim Ruggles ("Employee"). For the definition xml-global technologies – Employee will be granted 100,000 options to purchase shares of capital stock of the XML-Global Technologies , Inc. at an exercise price of $0.39 per share. The options will vest xml-global technologies – shall nevertheless continue to be valid and enforceable to the extent permitted by law. Company: XML-Global Technologies , Inc., a Colorado corporation By: /s/ Peter Shandro & dt 15301 ; Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies, – 2001, is made and entered into by and between LE Informatics, Inc., a Delaware corporation, XML-Global Technologies, Inc., a Colorado corporation (collectively the "Company"), and Tim Ruggles ("Employee"). For the definition xml-global technologies, – Employee will be granted 100,000 options to purchase shares of capital stock of the XML-Global Technologies, Inc. at an exercise price of $0.39 per share. The options will vest xml-global technologies, – shall nevertheless continue to be valid and enforceable to the extent permitted by law. Company: XML-Global Technologies, Inc., a Colorado corporation By: /s/ Peter Shandro & dt 15302 ;	XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – OF TIM RUGGLES EXHIBIT 10.22 EMPLOYMENT AGREEMENT THIS AGREEMENT, dated as of December 17, 2001, is made and entered into by and between LE Informatics, Inc., a Delaware corporation, XML-Global Technologies, Inc. , a Colorado corporation (collectively the "Company"), and Tim Ruggles ("Employee"). For the definition of certain terms used in this Agreement, see Section 4 below. The Company and Employee agree _____________ XML-Global Technologies, Inc. – other incentive compensation plans as may be adopted and maintained by Company during the Term). Employee will be granted 100,000 options to purchase shares of capital stock of the XML-Global Technologies, Inc. at an exercise price of $0.39 per share. The options will vest over three years as follows: 12 months - 34,000 15 months - 8,000 18 months - 8, _____________ XML-Global Technologies, Inc. – the provisions of this Agreement are held to be invalid or unenforceable, the remaining provisions shall nevertheless continue to be valid and enforceable to the extent permitted by law. Company: XML-Global Technologies, Inc. , a Colorado corporation By: /s/ Peter Shandro Its: President and CEO LE Informatics, Inc, a Delaware corporation By:____________________________________ Its:____________________________________ Employee: /s/ Tim Ruggles Tim Ruggles _____________ dt 1331055 ; XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – OF TIM RUGGLES EXHIBIT 10.22 EMPLOYMENT AGREEMENT THIS AGREEMENT, dated as of December 17, 2001, is made and entered into by and between LE Informatics, Inc., a Delaware corporation, XML-Global Technologies, Inc. , a Colorado corporation (collectively the "Company"), and Tim Ruggles ("Employee"). For the definition of certain terms used in this Agreement, see Section 4 below. The Company and Employee agree _____________ XML-Global Technologies, Inc. – other incentive compensation plans as may be adopted and maintained by Company during the Term). Employee will be granted 100,000 options to purchase shares of capital stock of the XML-Global Technologies, Inc. at an exercise price of $0.39 per share. The options will vest over three years as follows: 12 months - 34,000 15 months - 8,000 18 months - 8, _____________ XML-Global Technologies, Inc. – the provisions of this Agreement are held to be invalid or unenforceable, the remaining provisions shall nevertheless continue to be valid and enforceable to the extent permitted by law. Company: XML-Global Technologies, Inc. , a Colorado corporation By: /s/ Peter Shandro Its: President and CEO LE Informatics, Inc, a Delaware corporation By:____________________________________ Its:____________________________________ Employee: /s/ Tim Ruggles Tim Ruggles _____________ dt 1312059
$39	Preview Full Doc	2001	Employment Agreement Employment Agreement (37K) Doc #215931: Click preview link for longer preview. EMPLOYMENT AGREEMENT Employment Agreement, dated as of the 16 day of October 2000, by and between XML-Global Technologies, Inc., a Colorado Corporation with offices at Suite 420 - 701 Dexter Avenue, Seattle, WA 98109 (the Corporation), and Gordon Ebanks, an individual residing at 424 East 57^th Street, New York, NY (the "Executive"). W I T N E S S E T H: In consideration of the mutual covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties hereto, the parties hereto hereby agree as follows: 1. . . . 215931	Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies – n XML-Global Technologies , Inc., a Colorado Corporation with offices at Suite 420 - 701 Dexter Avenue, Seattle, WA xml-global technologies – hereto have executed this Agreement as of the day and year first above written. Company: XML-Global Technologies , Inc. By: Peter Shandro, CEO /s/ Peter Shandro Executive: Gordon Ebanks /s/ Gordon Ebanks dt 15305 ; Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies, – n XML-Global Technologies, Inc., a Colorado Corporation with offices at Suite 420 - 701 Dexter Avenue, Seattle, WA xml-global technologies, – hereto have executed this Agreement as of the day and year first above written. Company: XML-Global Technologies, Inc. By: Peter Shandro, CEO /s/ Peter Shandro Executive: Gordon Ebanks /s/ Gordon Ebanks dt 15306 ;	XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EMPLOYMENT AGREEMENT EX-10.18 3 exh1018.htm EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT Employment Agreement, dated as of the 16 day of October 2000, by and between XML-Global Technologies, Inc. , a Colorado Corporation with offices at Suite 420 - 701 Dexter Avenue, Seattle, WA 98109 (the Corporation), and Gordon Ebanks, an individual residing at 424 East 57th Street, New York, _____________ XML-Global Technologies, Inc. – when taken together, shall constitute one and the same agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. Company: XML-Global Technologies, Inc. By: Peter Shandro, CEO /s/ Peter Shandro Executive: Gordon Ebanks /s/ Gordon Ebanks _____________ dt 1331056 ; XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EMPLOYMENT AGREEMENT EX-10.18 3 exh1018.htm EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT Employment Agreement, dated as of the 16 day of October 2000, by and between XML-Global Technologies, Inc. , a Colorado Corporation with offices at Suite 420 - 701 Dexter Avenue, Seattle, WA 98109 (the Corporation), and Gordon Ebanks, an individual residing at 424 East 57th Street, New York, _____________ XML-Global Technologies, Inc. – when taken together, shall constitute one and the same agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. Company: XML-Global Technologies, Inc. By: Peter Shandro, CEO /s/ Peter Shandro Executive: Gordon Ebanks /s/ Gordon Ebanks _____________ dt 1312060
$37	Preview Full Doc	2001	Employment Agreement Employment Agreement (21K) Doc #215944: Click preview link for longer preview. EMPLOYMENT AGREEMENT THIS AGREEMENT, dated as of January 17, 2001, is made and entered into by and between, XML-Global Technologies, Inc., a Colorado corporation, its wholly-owned subsidiary XML-Global Research, Inc., a British Columbia corporation (the "Company") and James Tivy ("Employee"). For the definition of certain terms used in this Agreement, see Section 6 below. The Company and Employee agree as follows: Section 1. Employment. ---------- 1.1. ENGAGEMENT. The Company will employ Employee, and Employee will accept employment, as an Employee of Company for the Term, subject to and in accordance with the provisions of this Agreement. 1.2 DUTIES. During the Term, Employee will serve Company in the capacity of Director of XML Database Development or such other capacity as may be designated by the Board, or C.E.O. Employee's duties as an Employee of Company include all of the duties normally associated with such capacity. Employee's duties will also include such other activities, responsibilities and duties as may reasonably be assigned from time to time by the C.E.O. or the Board. If Employee is elected or appointed by the Board as an officer or other position with Company, Employee will perform the duties of such position as described in the Company's bylaws or as determined from time to time by the Board. 1.3 ATTENTION AND EFFORT. During normal business hours, for such periods of time as the Company has specific projects assigned to Employee, Employee will devote Employee's best efforts, entire productive time, ability and attention to the business of Company. For such periods of time as there are no specific projects assigned to Employee, Employee shall only be required to devote such time, effort and attention to the affairs of the Company as may from time to time be requested by the President or Board, subject to the agreement of Employee. Further, during the Term, Employee will not, without Company's prior written consent, directly or indirectly engage in any employment, consulting or other activity which would interfere or conflict with the performance of Employee's duties or obligations to Company or which would directly or indirectly compete with Company. Section 2. Compensation. ------------ 2.1 BASE SALARY. During the Term, Company will pay Employee a base salary equal to C$92,000 per year, payable twice-monthly. 2.2 INCENTIVE COMPENSATION. In addition to base salary described in paragraph 2.1, Employee may be entitled to receive such bonuses and other compensation as may be determined by the Board or the C.E.O. (e.g., pursuant to such bonus, stock and other incentive compensation plans as may be adopted and maintained by Company during the Term). 2.3 STOCK INCENTIVE PLAN. The Company has adopted a Stock Incentive Plan, ("Stock Plan") which permits the Company to grant incentive stock options. Employees shall be granted 100,000 stock options incentive stock options exercisable to purchase 100,000 shares of XML common stock at an exercise price equal to the average of the closing bid and ask prices of XML common stock on the over-the-counter market on the Closing Date. The options shall be subject to vesting, subject to Employee's continued employment on each vesting date, as follows: 34,000 options shall vest on July 1, 2001; 33,000 options shall vest on January 1, 2002; and 33,000 options shall vest on July 1, 2002. The Company agrees to use its best efforts to cause the Stock Plan, together with all shares of the Company's common stock issuable upon exercise of options granted under the Stock Plan, to be registered under the Securities Act of 1933, as amended ("Securities Act"). 2.4. BENEFITS. During the Term, Employee will be entitled to participate in such fringe benefit programs (e.g., medical, dental, disability, life insurance and vacation programs) as may be provided from time to time by the Board or any person or committee appointed by the Board to determine fringe benefit programs, all subject to and in accordance with the eligibility and other requirements of such programs. 215944	Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies – AGREEMENT, dated as of January 17, 2001, is made and entered into by and between, XML-Global Technologies , Inc., a Colorado corporation, its wholly-owned subsidiary XML-Global Research, Inc., a British xml-global technologies – provisions shall nevertheless continue to be valid and enforceable to the extent permitted by law. XML-Global Technologies , Inc., a Colorado corporation By: -------------------------------------- Its: -------------------------------------- COMPANY: XML-Global Research, Inc., a British Columbia dt 15329 ; Xenos Group Xenos Group Inc. ( Software & Programming ) As referenced in this Employment Agreement: xml-global technologies, – AGREEMENT, dated as of January 17, 2001, is made and entered into by and between, XML-Global Technologies, Inc., a Colorado corporation, its wholly-owned subsidiary XML-Global Research, Inc., a British xml-global technologies, – provisions shall nevertheless continue to be valid and enforceable to the extent permitted by law. XML-Global Technologies, Inc., a Colorado corporation By: -------------------------------------- Its: -------------------------------------- COMPANY: XML-Global Research, Inc., a British Columbia dt 15330 ; XML-Global XML-Global Technologies, Inc. ( Software & Programming ) As referenced in this Employment Agreement: XML-Global Technologies, Inc. – EX-2 {SEQUENCE}3 {FILENAME}0003.txt {DESCRIPTION}EMPLOYMENT AGREEMENT {TEXT} {PAGE} EMPLOYMENT AGREEMENT THIS AGREEMENT, dated as of January 17, 2001, is made and entered into by and between, XML-Global Technologies, Inc. , a Colorado corporation, its wholly-owned subsidiary XML-Global Research, Inc., a British Columbia corporation (the "Company") and James Tivy ("Employee"). For the definition of certain terms used in _____________ XML-Global Technologies, Inc. – of the provisions of this Agreement are held to be invalid or unenforceable, the remaining provisions shall nevertheless continue to be valid and enforceable to the extent permitted by law. XML-Global Technologies, Inc. , a Colorado corporation By: -------------------------------------- Its: -------------------------------------- COMPANY: XML-Global Research, Inc., a British Columbia corporation By: Its: EMPLOYEE: ------------------------------------------- James Tivy {/TEXT} {/DOCUMENT} _____________ dt 1331057 ;