Attached files
file | filename |
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8-K - Infosmart Group, Inc. | v170336_8k.htm |
EX-10.2 - Infosmart Group, Inc. | v170336_ex10-2.htm |
EX-10.4 - Infosmart Group, Inc. | v170336_ex10-4.htm |
EX-10.3 - Infosmart Group, Inc. | v170336_ex10-3.htm |
EX-10.1 - Infosmart Group, Inc. | v170336_ex10-1.htm |
EX-10.5 - Infosmart Group, Inc. | v170336_ex10-5.htm |
Infosmart
Group, Inc.
December
1, 2009
Via
Electronic Mail
FAN CHUN
WANG
Flat
E,17th
Floor, EGL Tower,
83 Hung
To Road,
Kwun
Tong,
Kowloon
Re: Chief Financial Officer -
Offer Letter
Dear Mr.
Fan Chun Wang :
Infosmart
Group, Inc. (the “Company”), is pleased to offer you a Chief Financial Officer.
The position is to oversee or direct the financial affairs of the
Company.
Should
you chose to accept this position as a Chief Financial Officer, this letter
shall constitute an agreement between you and the Company (the “Agreement”) and
contains all the terms and conditions relating to the services you are to
provide.
1. Term. This Agreement shall be
commencing on December 1, 2009 (the “Effective Date”). The terms and
provisions of this agreement shall remain in full force and effect unless
otherwise revised on such terms as mutually agreed to by you and the
Company.
2. Services. You shall render services in
the area of overseeing or directing the Company’s financial affairs (hereinafter
your “Duties”).
3. Services
for Others. You
will be free to represent or perform services for other persons during the term
of this Agreement. However, you agree that you do not presently perform and do
not intend to perform, during the term of this Agreement, similar Duties,
consulting or other services for companies whose businesses are or would be, in
any way, competitive with the Company (except for companies previously disclosed
by you to the Company in writing). Should you propose to perform similar Duties,
consulting or other services for any such company, you agree to notify the
Company in writing in advance (specifying the name of the organization for whom
you propose to perform such services) and to provide information to the Company
sufficient to allow it to determine if the performance of such services would
conflict with areas of interest to the Company.
4. Compensation. In consideration for your
service as Chief Financial Officer, the Company agrees to pay you the
compensation (the “Annual Compensation”) for 2009 subject to the determination
of the Board of Directors :
The
Company agrees to reimburse you for reasonable expenses that you incur in
connection with the performance of your duties as a Chief Financial Officer of
the Company.
5. No
Assignment.
Because of the personal nature of the services to be rendered by you, this
Agreement may not be assigned by you without the prior written consent of the
Company.
6. Confidential
Information; Non-Disclosure. In consideration of your
access to the premises of the Company and/or you access to certain Confidential
Information of the Company, in connection with your business relationship with
the Company, you hereby represent and agree as follows:
a. Definition. For purposes of this
Agreement the term “Confidential Information” means:
i. Any information which
the Company possesses that has been created, discovered or developed by or for
the Company, and which has or could have commercial value or utility in the
business in which the Company is engaged; or
ii. Any information which is
related to the business of the Company and is generally not known by non-Company
personnel.
iii. By way of
illustration, but not limitation, Confidential Information includes trade
secrets and any information concerning products, processes, formulas, designs,
inventions (whether or not patentable or registrable under copyright or similar
laws, and whether or not reduced to practice), discoveries, concepts, ideas,
improvements, techniques, methods, research, development and test results,
specifications, data, know-how, software, formats, marketing plans, and
analyses, business plans and analyses, strategies, forecasts, customer and
supplier identities, characteristics and agreements.
b. Exclusions. Notwithstanding the
foregoing, the term Confidential Information shall not include:
i. Any
information which becomes generally available to the public other than as a
result of a breach of the confidentiality portions of this agreement, or any
other agreement requiring confidentiality between the Company and
you;
ii. Information received
from a third party in rightful possession of such information who is not
restricted from disclosing such information; and
iii. Information known by you
prior to receipt of such information from the Company, which prior knowledge can
be documented.
c. Documents. You agree that, without the
express written consent of the Company, you will not remove from the Company’s
premises, any notes, formulas, programs, data, records, machines or any other
documents or items which in any manner contain or constitute Confidential
Information, nor will you make reproductions or copies of same. In the event you
receive any such documents or items by personal delivery from any duly
designated or authorized personnel of the Company, you shall be deemed to have
received the express written consent of the Company. In the event that you
receive any such documents or items, other than through personal delivery as
described in the preceding sentence, you agree to inform the Company promptly of
your possession of such documents or items. You shall promptly return any such
documents or items, along with any reproductions or copies to the Company upon
the Company’s demand or upon termination of this agreement.
d. No
Disclosure. You
agree that you will hold in trust and confidence all Confidential Information
and will not disclose to others, directly or indirectly, any Confidential
Information or anything relating to such information without the prior written
consent of the Company, except as maybe necessary in the course of his business
relationship with the Company. You further agree that you will not use any
Confidential Information without the prior written consent of the Company,
except as may be necessary in the course of your business relationship with the
Company, and that the provisions of this paragraph (d) shall survive termination
of this agreement.
7. Entire
Agreement; Amendment; Waiver. This Agreement expresses the
entire understanding with respect to the subject matter hereof and supersedes
and terminates any prior oral or written agreements with respect to the subject
matter hereof. Any term of this Agreement may be amended and observance of any
term of this Agreement may be waived only with the written consent of the
parties hereto. Waiver of any term or condition of this Agreement by any party
shall not be construed as a waiver of any subsequent breach or failure of the
same term or condition or waiver of any other term or condition of this
Agreement. The failure of any party at any time to require performance by any
other party of any provision of this Agreement shall not affect the right of any
such party to require future performance of such provision or any other
provision of this Agreement.
The
Agreement has been executed and delivered by the undersigned and is made
effective as of the date set first set forth above.
Sincerely,
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INFOSMART
GROUP, INC.
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By:
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/s/
Parker Seto
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Parker
Seto
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Chief
Executive Officer
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AGREED
AND ACCEPTED:
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/s/
FAN CHUN WANG
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FAN
CHUN
WANG
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