Employment Agreement by and between the Company and Jehn Ming Lim dated as of May 15, 2020
This EMPLOYMENT AGREEMENT (this “Agreement”) is dated as of May 15, 2020 and by and between KANDI TECHNOLOGIES GROUP, INC., a Delaware corporation having its principal office at Jinhua City Industrial Zone, Jinhua, Zhejiang Province, People’s Republic of China (the “Company” or “Party A”) and Jehn Ming Lim, an individual, whose address is Flat 7E, Block 3, Banyan Mansions, Whampoa Garden, Hung Hom, Hong Kong (“Party B”).
2020年5月15日，特拉华州的康迪科技集团有限公司（“下称甲方”）（其地址是中国浙江省金华市金华市工业园区）与林镇铭（“下称乙方”）（其地址是Flat 7E, Block 3, Banyan Mansions, Whampoa Garden, Hung Hom, Hong Kong）签署本雇佣协议。
WHEREAS, Party A desires to employ Party B as its Chief Financial Officer(CFO) on the terms and conditions as set forth hereinafter, and Party B desires to be so employed;
NOW, THEREFORE, IN CONSIDERATION of the foregoing facts, the mutual covenants and agreements contained herein and other good and valuable consideration, the parties hereby agree as follows:
1. Employment, Duties and Acceptance.
1.1 Party A hereby agrees to employ Party B as its Chief Financial Officer to be responsible for the public company’s work, and Party B hereby accepts such employment on the terms and conditions contained in this Agreement. During the term of this Agreement, Party B shall make himself available to Party A and to any of its subsidiaries or affiliates as directed to pursue the business of Party A, subject to the supervision and direction of the Board of Directors and the President of the Company.
1.2 The Board of Directors and the President of the Company may assign Party B such general management and supervisory responsibilities and executive duties for the Company as are appropriate and commensurate with Party B’s position as Chief Financial Officer of the Company.
1.3 Party B accepts such employment and agrees to devote all of his business time, energies and attention to the performance of his duties hereunder.
1.4 Considering the distance between Party B's place of residence and the Company's office location, as well as the feasibility of working online, Party B's working hours are agreed as follows:
Party B's working hours shall be consistent with China's statutory working days. Subject to certain special circumstance as described at the end of this paragraph, Party B shall conduct his work at the Company's office for at least one week in each month, and may work remotely for the rest of the month. Party B’s working hours shall be spent with a target of completing the work, and therefore Party B shall not be entitled to any overtime compensation .During the filing period of the Company’s quarterly reports and annual reports under the Securities Exchange Act of 1934, as amended, Party B should work at the Company’s office on an as-needed basis. In the event of special projects, such as conducting due diligence for investments or road shows, Party B shall follow the Company’s arrangements and his working hours and place shall be adjusted accordingly and not subject to the aforementioned minimum one-week per month on-site working schedule. Any additional days outside of the minimum one-week on-site working schedule of Party B in any month during an ongoing special project shall not be carried over and treated as Party B’s remotely-working days.
2. Compensation and Benefits
2.1 Party A shall pay to Party B a salary at an annual base rate of US$120,000. During Party B’s employment, salary will be paid monthly.
2.2 [Intentionally Omitted]
2.3 Party A shall issue to Party B 6,000 shares of its common stock per year which shall be issuable evenly on each six-month anniversary hereof or as otherwise determined by the Board of Directors.
2.4 During Party B’s employment under this Agreement, the Company shall include Party B as an insured under an officers and directors insurance policy that is available during Party B’s employment under this Agreement.
2.5 During Party B’s employment under this Agreement, the Company shall include Party B as a participant under the Company’s executive performance-based equity incentive plan.
2.6 During Party B’s employment under this Agreement, Party B shall be entitled to annual vacation and other benefits as may be customarily granted by the Company to employees of similar rank and position.
2.7 Party A shall reimburse Party B for all reasonable and necessary business related out-of-pocket expenses incurred by Party B during Party B’s employment hereunder including but not limited to normal flight expense between U.S. and China (including Hong Kong) and upon presentation by Party B of such documentation and records as Party A shall from time to time require.
2.8 In addition to the base salary, Party B shall be eligible to receive an annual cash performance bonus for each calendar year during the term of his employment based on performance of Party B, subject to the approval of the Board of Directors. Party B may be awarded additional bonus from time to time in the sole discretion of the Board of Directors.
2.9 During Party B’s employment under this Agreement, his annual base salary and stock compensation are subject to adjustment based on the mutual agreement of Party A and Party B and the approval by the Board of Directors.
3. Term and Termination.
3.1 The term of this Agreement commences on the starting date of Party B’s employment and shall continue for three (3) years unless sooner terminated as herein provided.
3.2 If Party B dies during the term of this Agreement, this Agreement shall thereupon terminate, except that Party A shall pay to the legal representative of Party B’s estate any accrued and unpaid base salary due to Party B pursuant to Section 2.1 hereof based on the days of service prior to the death and all amounts owing to Party B at the time of termination, including for previously accrued but unpaid expense reimbursements.
3.3 Party A reserves the right to declare Party B in default of this Agreement if Party B materially breaches or habitually neglects the duties which he is required to perform under the terms of this Agreement, or if Party B commits such acts of dishonesty, fraud, misrepresentation, gross negligence or willful misconduct as would prevent the effective performance of his duties or which results in material harm to the Company or its business. Party A may immediately terminate this Agreement for cause by giving written notice of termination to Party B. Upon the date of delivery of the written notice of such termination, the obligations of Party B and the Company under this Agreement shall immediately cease. In the event of a termination pursuant to this section, Party B shall be entitled to receive any accrued and unpaid amounts earned pursuant to Section 2.1 hereof. Party A shall also pay to Party B all amounts owing to Party B at the time of termination, including for previously accrued but unpaid expense reimbursements pursuant to Section 2.7 hereof.
3.4 Party B’s employment may be terminated at any time by Party B upon not less than thirty (30) days written notice by Party B to the President and CEO. Upon such termination the obligations of Executive and the Company under Sections 1 and 2 of this Agreement shall immediately cease. In the event of a termination pursuant to this section, Party B shall be entitled to receive any accrued and unpaid amounts earned pursuant to Section 2.1 hereof. Party A shall also pay to Party B all amounts owing to Party B at the time of termination, including for previously accrued but unpaid expense reimbursements pursuant to Section 2.7 hereof.
3.5 Company may terminate Party B’s employment upon not less than thirty (30) days written notice by Company to Party B. Upon the effective date as specified in such notice, the obligations of Party B and Party A under Sections 1 & 2 under this Agreement shall immediately cease. In the event of a termination pursuant to this section, Party B shall be entitled to receive any accrued and unpaid amounts earned pursuant to Section 2.1 hereof based on the days of service prior to the termination and all amounts owing to Party B at the time of termination, including for previously accrued but unpaid expense reimbursements pursuant to Section 2.7 hereof.
3.6 In the event of termination of Party B’s employment prior to the expiration of this Agreement, shares of the Company’s common stock owed to Party B pursuant to Section 2.3 that are vested as of the termination date shall be issued to Party B on the termination date.
4. Confidential Information, Noncompetition and Cooperation.
4.1 Confidential Information. As used in this Agreement, “Confidential Information” means information belonging to the Company which is of value to the Company in the course of conducting its business and the disclosure of which could result in a competitive or other disadvantage to the Company. Confidential Information includes, without limitation, financial information, reports, and forecasts; inventions, improvements and other intellectual property; trade secrets; know-how; designs, processes or formulae; software; market or sales information or plans; customer lists; and business plans, prospects and opportunities (such as possible acquisitions or dispositions of businesses or facilities) which have been discussed or considered by the management of the Company. Confidential Information includes information developed by Party B in the course of Party B’s engagement by the Company, as well as other information to which Party B may have access in connection with Party B’s engagement. Confidential Information also includes the confidential information of others with which the Company has a business relationship. Notwithstanding the foregoing, Confidential Information does not include information in the public domain, unless in the public domain due to breach of Party B’s duties under Section 4.2
4.2 Confidentiality. Party B understands and agrees that Party B’s engagement creates a relationship of confidence and trust between Party B and the Company with respect to all Confidential Information. At all times, both during Party B’s engagement with the Company and after its termination, Party B will keep in confidence and trust all such Confidential Information, and will not use or disclose any such Confidential Information without the written consent of the Company, except as may be necessary in the ordinary course of performing Party B’s services for the Company.
4.3 Documents, Records, etc. All documents, records, data, apparatus, equipment and other physical property, whether or not pertaining to Confidential Information, which are furnished to Party B by the Company or are produced by Party B in connection with Party B’s engagement will be and remain the sole property of the Company. Party B will return to the Company all such materials and property as and when requested by the Company. In any event, Party B will return all such materials and property immediately upon termination of Party B’s engagement for any reason. Party B will not retain with Party B any such material or property or any copies thereof after such termination.
4.4 Noncompetition and Nonsolicitation. Without the prior written consent of the Board of Directors of the Company, during the period that Party B is engaged by Company and for two (2) years thereafter, Party B (i) will refrain from soliciting or encouraging any customer or supplier to terminate or otherwise modify adversely its business relationship with the Company; (ii) will not, directly or indirectly, whether as owner, partner, shareholder, consultant, agent, employee, co-venturer or otherwise, engage, participate, assist or invest in any Competing Business (as hereinafter defined) and (iii) will refrain from directly or indirectly employing, attempting to employ, recruiting or otherwise soliciting, inducing or influencing any person to leave employment with the Company. Party B understands that the restrictions set forth in this Section 4.4 are intended to protect the Company’s interest in its Confidential Information and established employee, customer and supplier relationships and goodwill, and agrees that such restrictions are reasonable and appropriate for this purpose. For purposes of this Agreement, the term “Competing Business” shall mean any business that provides or intends to provide the same or similar types of services or products as those provided or targeted by Company or any of its subsidiaries in any geographic area then served or targeted by Company or any of its subsidiaries. Notwithstanding the foregoing, Party B may own up to two percent (2%) of the outstanding stock of a publicly-held corporation.
4.5 Injunction. Party B agrees that it would be difficult to measure any damages caused to the Company which might result from any breach by Party B of the promises set forth in this Section 4, and that in any event money damages would be an inadequate remedy for any such breach. Accordingly, Party B agrees that if Party B breaches, or proposes to breach, any portion of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the Company.
5. Miscellaneous Provisions
5.1 Governing Law: All questions with respect to the construction of this Agreement, and the rights and obligations of the parties hereunder, shall be determined in accordance with the law of the State of Delaware applicable to agreements made and to be performed entirely in the State of Delaware. Any disputes, claims, or causes of action by one party against the other arising out of, in related to or concerning this Agreement shall be commenced and maintained in any state or federal court located in the State of Delaware, and Party B hereby submits to the jurisdiction and venue of any such court.
5.2 No Conflict of Interest. Party B represents and warrants that there is no conflict of interest in Party B’s other contracts for services or other employment or other business relations with the services to be provided pursuant to this Agreement and that Party B will ensure that no such conflict arises during the term and that the performance of Party B’s duties and obligations under this Agreement will not violate any agreement between the Party B and any other person, firm, partnership, company or organization.
Party B understands that prior to the signing of this Agreement, he has had the right to seek independent legal advice.
Party A and Party B hereby represent that they fully understand the above arrangements and agree to sign this Agreement and abide by the above arrangements. Both parties shall keep a copy of this Agreement for future reference.
If there is any inconsistency or conflict between the Chinese and English versions, the Chinese version shall prevail.
IN WITNESS WHEREOF, the parties have executed this Employment Agreement as of the date first above written.
|KANDI TECHNOLOGIES GROUP, INC.||JEHN MING LIM|
|/s/ Hu Xiaoming||/s/ Jehn Ming Lim|
By: Hu Xiaoming
|Its: President and Chief Executive Officer|
Jinhua City Industrial Zone
Jinhua, Zhejiang Province, PRC
Attn: Hu Xiaoming
Flat 7E, Block 3, Banyan Mansions,
Hung Hom, Hong Kong
|浙江省金华市金华市工业园区||Flat 7E, Block 3, Banyan Mansions,|
|中国||Hung Hom, Hong Kong|