Common use of Capacity and Duties Clause in Contracts

Capacity and Duties. Employee shall be employed in the capacity of Chief Financial Officer, Secretary and Treasurer of the Company and shall have such other duties, responsibilities and authorities as are assigned to him by the Board of Directors of the Company (the “Board”) so long as such additional duties, responsibilities and authorities are consistent with Employee's position and level of authority as Chief Financial Officer, Secretary and Treasurer of the Company. Employee shall report directly to the President/CEO, and the Board of the Company. Subject to the control and general directions of the Board and except as otherwise herein provided, Employee shall devote all necessary business time, best efforts and attention to promote and advance the business of the Company and its subsidiaries and affiliates and to perform diligently and faithfully all the duties, responsibilities and obligations of Employee to be performed by him under this Employment Agreement. Employee's duties shall include the ongoing management and oversight of the general and financial business affairs and operations of the Company and its subsidiaries and affiliates. It is expressly understood that Employee also is and/or may become engaged in other limited business activities not involving the Company. Any such independent activity shall be disclosed to the Audit Committee of the Company’s Board in advance, and any such other business activities shall not unreasonably interfere with Employee's performance of his obligations under this Employment Agreement.

Capacity and Duties. Employee shall be employed in the capacity of Chief Financial Officer, Secretary and Treasurer CFO of the Company Company, and shall have such other duties, responsibilities and authorities as are assigned to him by the Board of Directors of the Company (the “Board”) of the Company so long as such additional duties, responsibilities and authorities are consistent with Employee's ’s position and level of authority as Chief Financial Officer, Secretary and Treasurer CFO of the CompanySkkynet. Employee shall report directly to the President/CEO, and the Board of the Company. Subject to the control and general directions of the Board and except as otherwise herein provided, Employee shall devote all necessary business time, best efforts and attention to promote and advance the business of the Company and Company, its subsidiaries parent, subsidiaries, including Cogent, and affiliates and to perform diligently and faithfully all the duties, responsibilities and obligations of Employee to be performed by him under this Employment Agreement. Employee's ’s duties shall include the ongoing management and oversight of the general and financial business affairs and operations of the Company and Company, its parent, subsidiaries and affiliates. It is expressly understood that Employee also is and/or may become engaged in other limited business activities not involving the Company. Any such independent activity shall be disclosed to the Audit Committee of the Company’s Board in advance, and any such other business activities shall not unreasonably interfere with Employee's ’s performance of his obligations under this Employment Agreement.

Capacity and Duties. Employee shall be employed in the capacity of Chief Financial OfficerVice President, Secretary and Treasurer Intellectual Property of the Company Company, the President of Skkynet, and shall have such other duties, responsibilities and authorities as are assigned to him by the Board of Directors of the Company (the “Board”) of the Company and Skkynet so long as such additional duties, responsibilities and authorities are consistent with Employee's ’s position and level of authority as Chief Financial Officer, Secretary and Treasurer President of the CompanySkkynet. Employee shall report directly to the President/CEO, and the Board of the Company. Subject to the control and general directions of the Board and except as otherwise herein provided, Employee shall devote all necessary business time, best efforts and attention to promote and advance the business of the Company and Company, its parent, subsidiaries and affiliates and to perform diligently and faithfully all the duties, responsibilities and obligations of Employee to be performed by him under this Employment Agreement. Employee's ’s duties shall include the ongoing management and oversight of the general and financial business affairs and operations of the Company and Company, its parent, subsidiaries and affiliates. So long as Employee is employed by the Company, the Company shall use its best efforts to cause the Nominating Committee of the Board or the Board, if there is no Nominating Committee of the Board, to nominate Employee for reelection as a director of the Company upon expiration of his current term as a director of the Company and, if so nominated, Employee shall consent to serve as a director if elected. It is expressly understood that Employee also is and/or may become engaged in other limited business activities not involving the Company. Any such independent activity shall be disclosed to the Audit Committee of the Company’s Board in advance, and any such other business activities shall not unreasonably interfere with Employee's ’s performance of his obligations under this Employment Agreement.

Capacity and Duties. Employee shall be employed in the ------------------- capacity of Chief Financial Officer, Secretary and Treasurer Officer ("CFO") of the Company and shall have such other duties, responsibilities and authorities as are assigned to him by the Board of Directors of the Company (the “"Board”") and the President/CEO so long as such additional duties, responsibilities and authorities are consistent with Employee's position and level of authority as Chief Financial Officer, Secretary and Treasurer of the CompanyCFO. Employee shall report directly to the President/CEO, CEO and the Board of the Company. Subject to the control and general directions of the President/CEO and the Board and except as otherwise herein provided, Employee shall devote all necessary business time, best efforts and attention to promote and advance the business of the Company and its subsidiaries and affiliates and to perform diligently and faithfully all the duties, responsibilities and obligations of Employee to be performed by him under this Employment Agreement. Employee's duties shall include the ongoing management of all financial aspects and oversight of the general and financial business affairs and operations of the Company and its subsidiaries and affiliatesaffiliates and shall include, but not be limited to, oversight on all Company accounting practices and the accounting department, preparing budgets, financial reports, tax and audit functions and other related matters customarily performed by a chief financial officer. It is expressly understood that Employee also is and/or may become engaged in other limited business activities not involving the Company. Any such independent activity shall be disclosed to the Audit Committee of the Company’s 's Board in advance, and any such other business activities shall not unreasonably interfere with Employee's performance of his obligations under this Employment Agreement.

Capacity and Duties. Employee Executive is and shall be employed in the capacity of President and Chief Financial Officer, Secretary and Treasurer Executive Officer of the Company and shall have those duties, responsibilities and authorities that are customarily performed by officers of Nevada corporations who hold the title of President and Chief Executive Officer, and such other duties, responsibilities and authorities as are assigned to him by the Board board of Directors directors of the Company (the “Board”) so long as such additional duties, responsibilities and authorities are consistent with Employee's position and level of authority as Chief Financial Officer, Secretary and Treasurer of the Company). Employee shall report directly to the President/CEO, and the Board of the Company. Subject to the control and general directions of the Board and except Except as otherwise herein providedprovided or otherwise directed by the Board, Employee Executive shall devote all necessary such of his business time, best efforts and attention as necessary to promote and advance the business of the Company and its subsidiaries and affiliates and to perform diligently and faithfully all the duties, responsibilities and obligations of Employee Executive to be performed by him under this Employment Agreement. Employee's Executive shall use all proper means in his power to improve, develop, extend, maintain, advise and promote the Company’s business and to protect and further the reputation, interests and success of the Company. Executive’s duties and responsibilities shall include (but are not in any way restricted to): (a) the general supervision and ongoing management and oversight of all aspects of the general and financial business affairs and operations of the Company and its subsidiaries and affiliates. It is expressly understood that Employee also is and/or may become engaged in other limited business activities not involving the Company. Any such independent activity shall be disclosed subsidiaries; (b) performing to the Audit Committee best of Executive’s ability and knowledge the duties assigned to Executive by the Board; (c) acting in the Company’s best interests; (d) providing the Board with prompt and full information and reports as to the affairs of the Company as the Board may request from time to time so as to keep the Board fully informed of all material developments in advanceor relevant to the Company and its affairs; and (e) complying with all laws, regulations, professional standards and codes of conduct as well as the Company’s Articles and By-laws, the terms of the Merger Agreement and any such other business activities shall not unreasonably interfere with Employee's performance of his obligations under this Employment Agreementresolutions passed by the Board, applicable to the Executive’s position and the duties assigned to the Executive.

Capacity and Duties. Employee shall be employed in the ------------------- capacity of Chief Financial Officer, Secretary Vice President and Treasurer General Counsel of the Company and shall have such other duties, responsibilities and authorities as are assigned to him by the Board of Directors of the Company (the “"Board”") and the President/CEO so long as such additional duties, responsibilities and authorities are consistent with Employee's position and level of authority as Chief Financial Officer, Secretary Executive Vice President and Treasurer of the CompanyGeneral Counsel. Employee shall report directly to the President/CEO, CEO and the Board of the Company. Subject to the control and general directions of the President/CEO and the Board and except as otherwise herein provided, Employee shall devote all necessary business time, best efforts and attention to promote and advance the business of the Company and its subsidiaries and affiliates and to perform diligently and faithfully all the duties, responsibilities and obligations of Employee to be performed by him under this Employment Agreement. Employee's duties shall include the ongoing management and oversight of the general and financial business affairs and operations of the Company and its subsidiaries and affiliatesaffiliates and shall include, but not be limited to, routine operations, matters relating to research and development, technical direction, national and international sales and/or licensing, national policy and governmental regulations, legal matters, and industry relations including those relating to water and the environment. It is expressly understood that Employee also is and/or may become engaged in other limited business activities not involving the Company. Any such independent activity shall be disclosed to the Audit Committee of the Company’s 's Board in advance, and any such other business activities shall not unreasonably interfere with Employee's performance of his obligations under this Employment Agreement.

Capacity and Duties. Employee (a) Executive shall be employed by Company as its Chief Executive Officer ("CEO") and, subject to the supervision of the Company's Board of Directors (the "Board"), shall perform such duties and shall have such authority as are consistent with his position as CEO and shall perform such other duties as may from time to time reasonably be specified by the Company's Board. As CEO Executive shall report directly to the Board. (b) If during Executive's employment hereunder the Board in its discretion shall elect to have the capacity functions of Chief Financial OfficerCEO and chief operating officer ("COO") exercised for the Company by two persons, Secretary Executive shall thereafter be employed by Company solely as its COO and, subject to the supervision of the CEO, shall be responsible for and Treasurer have authority over the operations of the Company and shall have perform such other duties, responsibilities and authorities duties consistent with his position as are assigned COO as may from time to him time reasonably be specified by the Board of Directors of CEO or by the Company (the “Board”) so long as such additional duties, responsibilities and authorities are consistent with Employee's position and level of authority as Chief Financial Officer, Secretary and Treasurer of the Company. Employee As COO Executive shall report directly to the President/CEO. (c) Executive shall devote his full working time, energy, skill and best efforts to the performance of his duties hereunder, in a manner which will faithfully and diligently further the business and interests of Company, and shall not be employed by or participate or engage in or be a part of in any manner the Board management or operation of any business enterprise other than Company; provided, however, that with the prior written consent of the Company. Subject Board, which shall not be unreasonably withheld, Executive shall be entitled to the control and general directions serve as a member of the Board and except board of directors of another corporation so long as otherwise herein provided, Employee shall devote all necessary business time, best efforts and attention to promote and advance the business of the Company and its subsidiaries and affiliates and to perform diligently and faithfully all the duties, responsibilities and obligations of Employee to be performed by him under this Employment Agreement. Employee's duties shall include the ongoing management and oversight of the general and financial business affairs and operations of the Company and its subsidiaries and affiliates. It is expressly understood that Employee also is and/or may become engaged in other limited business activities such service does not involving the Company. Any such independent activity shall be disclosed to the Audit Committee of the Company’s Board in advance, and any such other business activities shall not unreasonably interfere with EmployeeExecutive's performance of his obligations under this Employment Agreementduties hereunder.