AMENDED AND RESTATED CHIEF FINANCIAL OFFICER EMPLOYMENT AGREEMENT
This EMPLOYMENT AGREEMENT (Agreement), dated as of the 12th day of February, 2018 (the Effective Date), is entered into by and between CRH Medical Corp, a Delaware corporation (Company), and Richard Bear (Employee) (each a Party and collectively the Parties). The Parties, in consideration of the mutual covenants and representations, Employees continued employment, the increased benefits to the Employee outlined in Section 6, and the additional consideration of $500.00 paid to Employee upon entering into this Agreement, agree to amend and restate the terms of the existing employment agreement between the Employee and the FCompany most recently amended on April 7, 2017 (Existing Agreement) as follows:
1. Employment. Company employs Employee and Employee agrees to accept such employment, upon the terms and conditions set forth in this Agreement.
2. Term of Employment. Employees Employment pursuant to the terms of this Agreement shall continue following the Effective Date hereof. Employees employment and this Agreement may be terminated pursuant to the terms of this Agreement, or at any time, with or without Cause and with or without notice, by either Employee or Company. Employee specifically acknowledges and agrees that his employment under this Agreement is at-will. This Agreement supersedes the Existing Agreement.
3. Position, Duties, Responsibilities.
3.1 Position. Employee is employed by the Company in the position of Chief Financial Officer (CFO) and shall perform all services appropriate to that position for an organization the size of the Company that is engaged in the type of business engaged in by the Company, provided that Employees precise duties may be changed or extended from time to time, at the Companys direction, and Employee shall assume and perform further reasonable responsibilities and duties that the Company may assign from time to time. Employee will report directly to the Chief Executive Officer (CEO) of the Company.
3.2 Other Activities. Employee will devote all of his working time, attention, knowledge and skills as is reasonably required under this Agreement to diligently, competently and effectively perform his duties. During the term of this Agreement, except upon the prior written consent of the Company, Employee will not (i) accept any other full-time or part-time employment, (ii) engage, directly or indirectly, in any other business activity (whether or not pursued for pecuniary advantage) that is or may be in conflict with, or that might place Employee in a conflicting position to that of the Company, or prevent Employee from devoting such time as necessary to fulfill his responsibilities under this Agreement, (iii) sell, market, or represent any product or service other than the Companys products or services unless otherwise specified, or (iv) serve on any board of directors for any other company except with the consent of the Company, which consent will not be unreasonably withheld. Nothing in Section 3.2(iv) is intended to or does prevent Employee from serving on the board of directors of trade associations and charitable organizations, engaging in charitable activities and community affairs, or managing Employees personal investments and affairs, provided that these activities do not interfere with Employees obligations under this Section 3.
3.3 Work Location. Employees principal place of work shall be located in Bellevue, Washington, or such other location as the parties may agree upon from time to time.
In consideration of the services to be rendered under this Agreement, Employee shall be entitled to the following:
4.1 Base Salary. The Company shall pay to Employee an annual base salary of three hundred and fifty thousand dollars ($350,000), less all applicable taxes and withholdings, which will be payable in accordance with the Companys payroll practices, as amended from time to time (Base Salary).
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