Attached files
Exhibit 10.12
Board Member Contract
As a member of the Board of Directors of Energy Edge Technologies Corp, I have a legal and fiduciary responsibility to ensure that the Company does the best work possible in pursuit of its goals and in the interests of the Company’s shareholders. I support the purpose and mission of the Company and pledge my commitment to assist in carrying out its work.
As a board member, I will consistently act responsibly and prudently. I understand my duties to include:
|
|
1.
|
Legal, fiscal and fiduciary responsibility, along with my fellow board members, for the well-being of this Company and its shareholders. As such, it is my responsibility to:
|
|
|
·
|
Assist in raising funds for the company pre-ipo and post public.
|
|
|
·
|
International Expansion Efforts and Contact contribution
|
|
|
·
|
Joint ventures and strategic alliance facilitation
|
|
|
·
|
Advisory with respect to banking services relating to Energy Edge Technologies
|
|
|
·
|
Facilitating finance solutions for company and clients to grow the company
|
|
|
·
|
Assist in promoting stock
|
|
|
·
|
Take company on road shows to various broker dealers when company gets listed on the NASDAQ.
|
|
|
·
|
Assist in expanding Energy Edge sales force
|
|
|
·
|
Corporate equity/debt issuance and follow on financings
|
|
|
2.
|
Attendance at 5 board meetings per year mandatory. Should I be unable to attend a meeting, I will, if needed, be available for telephone consultation. Additionally, I will serve on at least one board committee.
|
|
|
3.
|
Working in good faith with my fellow board members and staff toward the achievement of the Company’s goals. Should I fail to fulfill these commitments to the Company, I understand that the Board Chairman will call upon me to discuss my responsibilities. Should there come a time where I am no longer able to fulfill my obligations to the Company, it will be my responsibility to resign my position as a member of the Board of Directors.
|
As a board member, I understand that the Company will be responsible to me in the following ways:
|
|
1.
|
I will be sent, without request, quarterly financial reports and an update of Company all activities that allow me to meet the “prudent person” standards of the law. Further, I expect that I will have information about programs and policies, goals and objectives as appropriate.
|
|
|
2.
|
Opportunities will be provided for me to discuss with the Chairman and the Officers of Company, the Company’s programs, goals, activities and status.
|
|
|
3.
|
It is expected that board members and the Chairman will respond in a straightforward fashion to questions that I feel are necessary to carry out my fiscal, legal and fiduciary responsibilities to the Company.
|
|
|
4.
|
Board members and the Chairman will work in good faith with me towards achievement of our goals.
|
|
|
5.
|
If the Company does not fulfill its commitments to me, I may call upon the Chairman to discuss the Company’s responsibilities to me.
|
|
|
6.
|
The Company will carry directors’ and officers’ liability insurance.
|
|
|
7.
|
My compensation for service as a Board Member shall be 200,000 shares and $50,000 in options per annum.
|
_________________________________
Name: Robert Holdsworth
Title: Chairman
Date: 6-23-2010
_________________________________
Name: Robert Holdsworth
Date: 6-23-2010