1
5.
During
the
employment
period,
the
Company
shall
pay
to
the
Executive a
base salary
at the
rate of
US$350,000 per year
(the “
tax withholding, payable in monthly instalments.
6.
During the employment period, Executive shall be eligible
to receive incentive compensation as determined by the
Board from time to time in its
sole discretion.
The
Executive’s
expected
performance
range
cash
incentive
award
is
between
60%
and
120%
of
Executives Base
Salary.
The actual
amount of
Executive’s
bonus, if
any,
shall be
determined in
the
sole discretion
of the
Board, subject
to the
terms of
any applicable
incentive compensation
plan that
may be in effect from time to time.
To earn incentive compensation, the Executive must be employed
by
the
Company
on
the
day
such
incentive
compensation
is
paid,
which
normally
occurs
during
September of each fiscal year.
It is recorded that
a cash incentive award for
fiscal 2023 was agreed in
October 2022 and the terms of that award are unchanged by this agreement.
7.
Equity
Grant
and
Stock
Incentive
Plan
Participation.
eligible to participate in the Company’s
Amended and Restated 2022 Stock Incentive
Plan (the “
2022
Plan
”)
as
may
be
implemented
by
the
Board
from
time
to
time,
and
share
awards
made
under
the
2022 Plan are to be determined in the sole discretion of the Remuneration Committee
of the Board.
8.
During
the
employment
period,
Executive
will
be
entitled
to
participate
in
other
incentive,
medical
or
insurance
plans
and
programs in
effect
from time
to
time,
whether
pursuant to
this
Agreement, subject
to
the
approval of
the
Remuneration Committee
of
the
Board and
the terms
of such
plans and
programs. To
the extent
such plans
or programs
are based
on
the Executive’s base salary, the Company will procure that the Base Salary is used for that purpose.
9.
Compliance
with
Company
Policies
.
Executive
shall
comply
with
all
written
Company
policies,
standards,
rules
and
regulations
(collectively,
the
“
applicable
government
laws,
rules
and
regulations
that
are
now
or
hereafter
in
effect.
Executive
acknowledges receipt of copies of all
written Company Policies that are in effect
as of the date of
this
Agreement.
10.
Leave Entitlement.
(a)
The
Executive
acknowledges
that
he
will
qualify
for
25
working days' leave in respect of each completed 12-month period of service.
(b)
Sick Leave
. The
Executive acknowledges
that he
will qualify
for sick
leave
as approved by the CEO.
(c)
Family
Responsibility
Leave
.
The
Executive
acknowledges
that
he
will
qualify for family responsibility leave as approved by the CEO.
11.
Restrictive
Covenants
Agreement
.
On
the
date
hereof,
Executive
shall
execute
a
restrictive covenants agreement, in
the form of
Exhibit A attached hereto
and made a
part hereof (the
“
Restrictive
Covenants
Agreement
”).
Any
breach
of
the
Restrictive
Covenants
Agreement
shall
constitute a breach of
this Agreement. Executive acknowledges that
the covenants and obligations set
forth in the Restrictive Covenants Agreement shall survive the
termination of this Agreement.
12.
This Agreement may be terminated by the Company summarily at any
time and without any payment in lieu of notice if, at any time, the Executive
is guilty of misconduct or
commits
a
breach
of
a
material
obligation
under
this
Agreement
or
is
guilty
of
any
act
which
at
common
law
would
entitle
the
Company
summarily
to
terminate
this
Agreement.
The
Executive's
employment may
also be
terminated for
operational requirements
or for
any other
reason recognised
in law.
Except in the event
of a summary dismissal,
or by agreement, either
Party may terminate this
Agreement
by
giving
the
other
90
calendar
days’
prior
written
notice
of
termination.
Subject
to
