Employment Agreement with Assembler of Electromechanical

Employment Agreement with Assembler of Electromechanical Medical Devices
(Noncompetition and Confidentiality Provisions)

Agreement made on the (date), between

of , referred to herein as Employee, and , a corporation organized and existing under the laws of the state of , with its principal office located at , referred to herein as Seller.

Whereas, Employer is engaged in the business of (describe in general terms)

and Whereas, Employee is qualified to engage in (describe in general terms)

as a assembler who will be responsible for assembly of electromechanical medical devices and support of manufacturing operations; and

Whereas, Employer has extended an offer of employment to Employee, and Employee accepts such offer, on the terms and conditions set forth below.

Now, therefore, for and in consideration of the mutual covenants contained in this agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. Employment

Employer employs Employee, and Employee accepts employment with Employer, on the terms and conditions set forth in this Agreement.

2. Term of Employment

This Agreement is effective on day and date set forth above, and shall remain in effect until the end of Employer's fiscal year, subject to the termination provisions of this Agreement.

The parties agree to meet to discuss a new employment contract no less than days before the end of Employer's fiscal year. Unless otherwise extended, modified, or terminated, employment of Employee under this agreement shall be on a month-to-month basis after the original term ends. A month-to-month contract is terminable by either party by giving written notice to the other party days prior to the contemplated termination date.

3. Duties

The duties of Employee consist, in part, of the following:

• Assembling electromechanical medical devices and support of manufacturing operations;

• Working under close supervision of the manufacturing engineer to assemble components with use of a microscope, tweezers, and small hand tools;

• Inspection of in-process units and subassemblies, as well as materials.

• Performing routine assignments according to specified and/or standardized procedures;

• Typically performing tasks within full-scale production manufacturing operations which may include electronic, mechanical or electromechanical assembly;

• Becoming trained on production tasks; and

• Taking an initiative to undertake other projects as time and experience permits.

4. Exclusivity of Service

Employee agrees that any money earned by Employee from the performance of Employee's duties pursuant to this agreement belongs to Employer.

5. Compensation

During the term of this Agreement, Employer shall pay Employee a salary of $ per hour for services performed on Employer's behalf. Employee's salary shall be paid to Employee (e.g. bi-monthly or semi-monthly) . Additionally, Employer may pay Employee bonuses in amounts and at times within Employer's sole discretion, taking into consideration Employee's salary and other relevant circumstances.

6. Vacation

Employee is entitled to an unpaid vacation of up to days per year. Requests for such time off must be made by Employee to Employee’s supervisor at least two weeks in advance of the time off.

7. Work Facilities

Employer shall furnish Employee with an office at its principal place of business, and shall provide Employee with all equipment, technical, and clerical support necessary to the performance of Employee's duties pursuant to this Agreement.

8. Trade Secrets

Employee agrees not to disclose to any person or entity any information regarding the business of Employer, including its customers, products, prices, manner of operations, without first obtaining Employer's written consent. If Employee breaches this section, Employer shall be entitled, among other remedies, to injunctive relief prohibiting Employee from disclosing such information. This section shall survive termination of this Agreement.

9. Noncompetition

On termination of this Agreement, Employee agrees that Employee will not engage in business as an assembler of electromechanical medical devices and support of manufacturing operations within a radius of miles from any office of Employer, for a period of years. Employee agrees that this noncompetition section is necessary to protect Employer's business, and that Employee's violation of this section would result in irreparable harm to Employer. If Employee breaches this section, Employer shall be entitled to injunctive relief in addition to any other remedies legally available. This section shall survive termination of this Agreement.

10. Termination

This Agreement shall continue in effect until terminated as provided below.

A. Either party shall have the right, at any time, to cancel and terminate this agreement by giving at least days' written notice to the other party.

B. This Agreement shall also terminate upon the death, disability, termination of employment of the Employee for cause, as hereinafter defined, and termination of the employment of Employee without cause.

1. Termination for Cause.

In the event of a termination for cause, Employer shall pay Employee all accrued and unpaid Salary and vacation through the date of termination.

2. Termination without Cause.

In the event of a termination without cause, Employer shall pay Employee all accrued and unpaid Salary and vacation through the date of termination and the sum of $ as liquidated damages in full settlement of any claim of breach of contract or violation of state or federal law that Employee has against Employer. Employee must sign a Release with terms satisfactory to Employer before being entitled to receive such payment.

3. Termination upon Death.

In the event of a termination upon the death of Employee, the Employer shall pay to any person designated by the Employee in writing or, if no such person is designated, to his estate, the pro-rata balance of the salary which would otherwise be payable to the Employee for the month in which death occurred.

4. Definition of "For Cause".

As used herein, the term For Cause shall mean (i) Employee's conviction in a court of law of any crime or offense involving willful misappropriation of money or other property or any other crime involving moral turpitude which constitutes a felony, whether or not involving the Employer; (ii) disobedience of a material directive from Employer; (iii) Employee's habitual drunkenness or habitual use of illegal substances; or (iv) breach of his responsibilities under this Agreement.

11. No Waiver

The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred.

12. Governing Law

This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of .

13. Notices

Any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement.

14. Attorney’s Fees

In the event that any lawsuit is filed in relation to this Agreement, the unsuccessful party in the action shall pay to the successful party, in addition to all the sums that either party may be called on to pay, a reasonable sum for the successful party's attorney fees.

15. Entire Agreement

This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement.

16. Modification of Agreement

Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party.

17. Assignment of Rights

The rights of each party under this Agreement are personal to that party and may not be assigned or transferred to any other person, firm, Employer, or other entity without the prior, express, and written consent of the other party.

In this contract, any reference to a party includes that party's heirs, executors, administrators, successors and assigns, singular includes plural and masculine includes feminine.

WITNESS our signatures as of the day and date first above stated.