PART-TIME EMPLOYMENT
AND
CONFIDENTIALITY AGREEMENT
THIS
EMPLOYMENT AND CONFIDENTIALITY AGREEMENT (the
“Agreement”) is made and entered into effective as of
the 31st day of March, 2008 by and between the
following:
(a) BASIC
EARTH SCIENCE SYSTEMS, INC. (the “Company”) whose
address for purposes of this Agreement is 633 17
TH Street, Suite 1645, Denver, Colorado
80202-3625; and
(b)
Joseph B. Young (the “Consultant”) whose
address for purposes of this Agreement is XXXX.
A. The
Company desires to hire the Consultant to assist the Company in the
performance of the various financial and accounting matters as set
forth herein; and
B. The
Consultant desires to be hired and employed by the Company on a
part-time basis, all in accordance with the terms and conditions
set forth in this Agreement.
NOW,
THEREFORE, in consideration of the mutual agreements and
undertakings provided for herein, the parties agree as
follows:
1.1
Employment. The Company agrees to hire and employ the
Consultant on a short-term and part-time basis, and Consultant
hereby accepts such short-term employment with the Company, upon
the terms and conditions set forth in this Agreement for the period
beginning on the date hereof and ending as provided in
Section 1.4 (the “Employment Period”).
(a) During
the Employment Period, Consultant shall act as Interim Principal
Accounting Officer for the Company with respect to its financial
and accounting matters related to all aspects of the
Company’s business and financial affairs. Without limiting
the foregoing, the Consultant, in his capacity as Interim Principal
Accounting Officer, shall focus upon and perform the
following:
(i) review,
organize, arrange and assist in the categorization, storage,
placement and other dealings with the financial, accounting and
other business documents previously handled and maintained by David
Flake, former Chief Financial Officer of the Company, prior to his
resignation;
(ii) assist
in the preparation, drafting and completion of the Company’s
periodic reports as filed with the Securities and Exchange
Commission including, without limitation, the Company’s Form
10-KSB for the year ended at March 31, 2008;
(iii) Perform
such other tasks and matters as the President of the Company or the
Board of Directors of the Company shall, from time to time, assign
to the Consultant.
(b) The
Consultant shall devote his best efforts and devote all of his time
and attention when working for and on behalf of the Company.
Consultant shall perform his duties and responsibilities to the
best
of his
abilities in a diligent, trustworthy, businesslike and efficient
manner. The Company acknowledges that, since the Consultant works
part time for two other public companies, the Consultant will not
work exclusively for the Company during the Employment Period as
set forth herein.
1.3 Salary,
Bonus and Benefits.
(a) Consultant’s
compensation (the “Compensation”) shall be based on an
hourly rate of $60.00 per hour, for each hour expended in
connection with performing duties and tasks as set forth in this
Agreement. Consultant shall keep record of his time spent working
on Company matters and shall submit to the Company periodic
reporting of such time as the Company shall require. A rough
estimate of the hours the Company expects this project to consume,
by month, is as follows:
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April 2008
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80 to 100
hrs
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May 2008
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160 to 200
hrs
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June 2008
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120 to 150
hrs
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(b) The
Consultant shall be paid a bonus in the amount of $4,000 provided
that: (i)the Consultant does not terminate this
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