Executive Contractual Agreement

 

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▇▇▇▇▇ ▇▇▇▇▇ is willing to be employed by CLORACKS Therefore, the parties agree as follows:

 

EMIPLOYMENT. CLORACKS shall employ ▇▇▇▇▇ ▇▇▇▇▇ as a(n) CEO. ▇▇▇▇▇ ▇▇▇▇▇ shall provide to CLORACKS the services described on the attached Exhibit A, which is made a part of this Agreement by this reference. ▇▇▇▇▇ ▇▇▇▇▇ accepts and agrees to such employment, and agrees to be subject to the general supervision, advice and direction of CLORACKS and CLORACKS's Board of Directors. ▇▇▇▇▇ ▇▇▇▇▇ shall also perform (i) such other duties as are customarily required to direct and manage all of the day-to-day operations of ▇▇▇▇▇ ▇▇▇▇▇, and (ii) such other and unrelated services and duties as may be assigned to ▇▇▇▇▇ ▇▇▇▇▇ from time to time by CLORACKS.

BEST EFFORTS OF EMPLOYEE. ▇▇▇▇▇ ▇▇▇▇▇ agrees to perform faithfully, industriously, and to the best of ▇▇▇▇▇ LUISA's ability, experience, and talents, all of the duties that may be required by the express and implicit terms of this Agreement, to the reasonable satisfaction of CLORACKS.  Such duties shall be provided as such place(s) as the needs, business, or opportunities of CLORACKS may require from time to time. ▇▇▇▇▇ ▇▇▇▇▇ shall devote his full business time to the rendition of such Services, subject to absences for customary vacations and for temporary illness.

C0MPENSATION OF EMPLOYEE. As compensation for the services provided by ▇▇▇▇▇ ▇▇▇▇▇ under this Agreement, CLORACKS will pay ▇▇▇▇▇ ▇▇▇▇▇ an annual salary of approximately y no less than One Hundred Fifty Thousand Dollars ($150,000.00) payable I on accordance with CLORACKS usual payroll procedures in cash and/or in lieu of stocks certificates (preferred and/or common stocks).  Upon termination of this Agreement, payments under this paragraph shall cease; provided, however, that ▇▇▇▇▇ ▇▇▇▇▇ shall be entitled to payments for periods or partial periods that occurred prior to the date of termination and for which ▇▇▇▇▇ ▇▇▇▇▇ has not yet been paid, and for any commission earned in accordance with CLORACKS's customary procedures, if applicable.  Accrued vacation will be paid in accordance with state law and CLORACKS's customary procedures.  This section   of the Agreement is included only for accounting and payroll purposes and should not be construed as establishing a minimum or definite term of employment.

Exhibit 10.3 -- Page 1

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EXPENSE REIMBURSEMENT. CLORACKS will reimburse ▇▇▇▇▇ ▇▇▇▇▇ for "out of pocket" expenses incurred by ▇▇▇▇▇ ▇▇▇▇▇ in accordance with CLORACKS's policies i n effect from time to time.

UNAUTHORIZED DISCLOSURE OF INFORMATION. If it appears that ▇▇▇▇▇ ▇▇▇▇▇ has disclosed (or has threatened to disclose) information in violation of this Agreement, CLORACKS shall be entitled to an injunction to restrain ▇▇▇▇▇ ▇▇▇▇▇ from disclose any, in whole or in part, such Information, or from providing any services to any party   to whom such Information has been disclosed or may be disclosed. CLORACKS shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages, attorneys'   fees and costs incurred while seeking to enforce this Agreement.

CONFIDENTIALITY AFTER TERMINATION OF EMPLOYMENT.   The confidentiality provisions of this Agreement shall remain in full force and effect for a "I -year" period, period after the termination of ▇▇▇▇▇ LUISA's employment. During such a "I -year" period. period, neither party shall make or permit the making of any public announcement or statement of any kind that MA RIALUISA was formerly employed by or connected with CLORACKS.

BENEFITS.

CLORACKS CORPORATION. in its sole discretion may, from time to time, award ▇▇▇▇▇ ▇▇▇▇▇ a bonus (the Bonus).

CLORACKS CORPORATI ON in its sole discretion may, from time to time award ▇▇▇▇▇ ▇▇▇▇▇ option to purchase shares of the Employers capital stock (the Stock).

TERM/TERMINATION. ▇▇▇▇ ▇▇▇▇▇▇'▇ employment under this agreement shall be for an unspecified term on an "at will" basis. This agreement may be terminated by CLORACKS upon "10 days" written notice, and by ▇▇▇▇▇ ▇▇▇▇▇ upon "10 days" written notice. If CLORACKS shall so terminate this agreement, ▇▇▇▇▇ ▇▇▇▇▇ shall be entitled to compensation for 2 weeks beyond the termination date of such termination, unless ▇▇▇▇▇ ▇▇▇▇▇ is in violation of this agreement.  If ▇▇▇▇▇ LUISA's employment is terminated by CLORACKS without cause.

 

▇▇▇▇▇ ▇▇▇▇▇ shall continue to receive base salary, bonus and benefits (including car allowance, health care as applicable) for a period of 2 weeks from the effective date of termination (the "Severance Period")

RETURN OF PROPERTY. Upon termination of this Agreement, ▇▇▇▇▇ ▇▇▇▇▇ shall deliver to CLORACKS all property which is CLORACKS's property or related to CLORACKS's business (including keys, records, notes, data, and equipment) that is in ▇▇▇▇▇ LUISA's possession or under ▇▇▇▇▇ LUISA's control. Such obligation shall be governed by any separate confidentiality or proprietary rights agreement signed by ▇▇▇▇▇ ▇▇▇▇▇.

 

 

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