Employment Agreement

[insert Company name]

ACN

[insert Employee name]

Sparke Helmore Lawyers

12

PREC\SJT\DSYD\21923645\1

46567072\2

Contents

Schedule3

Parties4

Operative part4

1Definitions4

2Interpretation6

3Term and appointment7

4Employees duties7

5Remuneration8

6Superannuation9

7Leave9

8Confidentiality10

9Ownership of Intellectual Property Rights11

10Moral rights12

11Termination12

12Suspension14

13Non-competition14

14Policies and procedures16

15Use of Group Property and Resources16

16General16

AnnexureADuties20

Schedule

Number

Description

Clause reference

Annual Base Salary

$[insert details] (excluding superannuation)

Commencement Date

[insert details]

Position

[insert details]

Duties

As set out in AnnexureA

Location

[insert details, including Home Base]

Reporting

[insert details]

Hours of Work

[insert details - for example 8:00am to 6.00pm Monday to Friday]

Annual Leave

entitlement

20 days

46567072\2

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Agreement

Date[insert details]

Parties

Name[insert details] Pty Ltd ACN [insert details] (Company)

ACN

Name[insert details] (Employee)

Address[insert details]

Operative partDefinitions

In this agreement, unless context indicates a contrary intention:

Affiliate means, in relation to a person (first-mentioned person):

a person that Controls or is Controlled by the first-mentioned person;

a relative of the first-mentioned person; and

a Related Body Corporate of the first-mentioned person.

Annual Base Salary means the amount set out in Item 1 of the Schedule.

Commencement Date means the date set out in Item 2 of the Schedule.

Company means the Company.

Confidential Information means the confidential information of a Group Company relating to the Group or its operations or business affairs and includes:

details of this agreement;

marketing and financial information and policies, marketing plans, business plans, strategic plans, acquisition or business expansion plans, costing information, pricing policies, price lists and reporting procedures of the Group whether relating to past, present or future operations of the Group;

the Groups past, present and future client information, including client identity, value of client accounts, pricing arrangements and terms of dealing with specific clients;

the Groups past, present and future supplier information, including supplier identity, price for supply, terms and conditions of supply and the value of accounts to suppliers;

the Groups past, present and future employee information, including terms of employment and employee remuneration packages;

information marked as confidential or which the receiving party could reasonably regard as confidential; and

the Groups general know-how and procedures whether or not marked as confidential;

but Confidential Information does not include information which:

is legally in the public domain or is generally known or is available by publication; or

the receiving party either already possesses at the time of disclosure to it by the disclosing party or independently acquires except through a breach of an obligation of confidentiality by any third party.

Control has the same meaning given to it in section 50AA of the Corporations Act.

Corporations Act means the Corporations Act 2001 (Cth).

Duties means the duties set out in Item 4 of the Schedule.

Company Superannuation Component means the minimum contribution the Company is required to make to a complying superannuation fund as a result of the operation of the Superannuation Guarantee (Administration) Act 1992 and the Superannuation Guarantee Charge Act 1992.

Fair Work Act means the Fair Work Act 2009 (Cth).

Group means the Company and its Related Bodies Corporate and Group Company means any member of the Group.

Hours of Work means the hours of work set out in Item 7 of the Schedule.

Intellectual Property Rights means all present and future rights to:

trade marks, trade names, domain names, logos, set-up, patents, inventions, registered and unregistered design rights, copyrights, circuit layout rights, and all similar rights in any part of the world (including know-how); and

where the rights referred to in paragraph (a) are obtained or enhanced by registration, any registration of such rights and applications and rights to apply for such applications.

Invention means any discovery, invention, design, development, technique, idea, method, secret process, system or improvement made or discovered by the Employee (alone or with others) during the course of the Employees employment by the Company, in connection with or in any way affecting or relating to the Groups business or capable of being used or adapted for use by the Group or in connection with its business.

Location means the place set out in Item 5 of the Schedule.

Materials means all things brought into existence by the Employee in the course of the Employees employment by the Company including inventions, ideas, discoveries and improvements (whether patentable or not), information and data, designs, drawings, presentations, proposals, reports, lists, plans and software.

Moral Rights means the right of attribution of authorship, the right not to have authorship falsely attributed, the right of integrity of authorship, or any other similar rights arising under any statute, including the Copyright Act 1968 (Cth).

Position means the position set out in Item 3 of the Schedule.

Related Body Corporate has the meaning given to it in the Corporations Act 2001 (Cth).

Works means any literary, dramatic, musical or artistic works, made by the Employee.

Interpretation

In this agreement, unless context indicates a contrary intention:

(headings) clause headings and the table of contents are inserted for convenience only and do not affect interpretation of this agreement.(party) a reference to a party to a document includes that partys personal representatives, executors, administrators, successors, substitutes (including persons taking by novation) and permitted assigns. (including) including and includes (and any other similar expressions) are not words of limitation, and a list of examples is not limited to those items or to items of a similar kind.(corresponding meanings) a word that is derived from a defined word has a corresponding meaning.(singular) the singular includes the plural and vice-versa.(gender) words importing one gender include all other genders.(rules of construction) neither this agreement nor any part of it is to be construed against a party on the basis that the party or its lawyers were responsible for its drafting.(legislation) a reference to any legislation or provision of legislation includes all amendments, consolidations or replacements and all regulations or instruments issued under it.(time and date) a reference to a time or date in connection with the performance of an obligation by a party is a reference to the time and date in [New South Wales], Australia, even if the obligation is to be performed elsewhere.(writing) a reference to a notice, consent, request, approval or other communication under this agreement or an agreement between the parties means a written notice, request, consent, approval or agreement.Term and appointmentAppointment

The Company appoints the Employee to the Position and the Employee accepts that appointment.

Commencement

The appointment of the Employee begins on the Commencement Date and continues until the Employees employment is terminated in accordance with this agreement.

Probation

The Employees employment is subject to a [insert] month probationary period from the Commencement Date during which either party may terminate the employment on one weeks notice, or immediately on payment in lieu of notice.

Employees dutiesGeneral duties

The Employee will serve the Company in the Position and perform the Duties.

Additional duties

The Employee must:

devote the whole of the Employees time, attention and skill during the Hours of Work, and at other times as reasonably necessary, to the Duties;faithfully and diligently perform the duties and exercise the powers entrusted to the Employee from time to time;promote the interests and prosperity and enhance the reputation of the Group;comply with all reasonable and lawful orders and directions given to the Employee by the Company;comply with the Groups policies and procedures as amended from time to time; andnot, without the prior written consent of the Company, be engaged or interested in any other business or occupation (whether paid or unpaid), accept appointments as a director or other officer of any corporation or to the boards of committees or charities.Location

The Employee will work principally at the Location, or such other location as reasonably required by the Company.

Reporting

The Employee will report to the person and or position described in Item 6 of the Schedule.

Hours of WorkThe Employee is employed on a full time basis and is required to work 38 hours plus reasonable additional hours per week.The Employee will work during the Hours of Work.The Employee must work such other times inside or outside the Hours of Work as may be reasonably required