This EMPLOYMENT AGREEMENT (the “agreement”)
is entered into as of August 26, 2016 by and between Pingtan Marine Enterprise Ltd., a company incorporated and existing under
the laws of the Cayman Islands (the “Company”) and Xx. Xxxxxxx Xxxx, an individual (the “Executive”).
The term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include
the Company and all of its direct or indirect subsidiaries and affiliated.
Company desires to employ the Executive and to assure itself of the services of the Executive during the term of Employment (as
Executive desires to be employed by the Company during the term of Employment and under the terms and conditions of this Agreement.
The parties hereto
agree as follows:
The Executive hereby accepts a
position of the Chief Executive Officer (the “Employment”) of the Company.
Subject to the terms and conditions
of this Agreement, the initial term of the Employment shall be 3 years, commencing on August 26, 2016 (the “Effective
Date”), until August 25, 2019, unless terminated earlier pursuant to the terms of this Agreement.
|(a)||The Executive’s annual base salary is HK$312,000 (or other equivalent currency) to be paid
on the fifth day of each month during the term of the Employment. The Executive’s cash bonus shall be determined by the Board
or the Compensation Committee of the Board on a discretionary basis in accordance with the terms of the Company’s Memorandum
and Articles of Association.|
|(b)||Benefits. The Executive is eligible for participation in any standard employee benefit plan of
the Company that currently exists or may be adopted by the Company in the future, but not limited to, any retirement plan, and
travel holiday policy.|
|4.||DUTIES AND RESPONSIBILITIES|
The Executive’s duties at
the Company will include all jobs assigned by the Company’s Chief Executive Officer. If the Executive is the Chief Executive
Officer of the Company, the Executive’s duties will include all jobs assigned by the Board of Directors of the Company (the
The Executive shall devote all
of his/her working time, attention and skills to the performance of his/her duties at the Company and shall faithfully and diligently
serve the Company in accordance with this Agreement and the guidelines, policies and procedures of the Company approved from time
to time by the Board.
The Executive shall use his/her
best efforts to perform his/her duties hereunder. During the term of Employment the Executive shall not become an employee of any
entity, which competes with the business carried on by the Company (any such business or entity, a “Competitor”),
other than the Company and any subsidiary or affiliate of the Company, provided that nothing in this clause shall preclude the
Executive from holding less than 5% shares or other securities of any Competitor that is listed on any securities exchange or recognized
securities market anywhere.
The Executive hereby represents
to the Company that: (i) the execution and delivery of this Agreement by the Executive and the performance by the Executive
of the Executive’s duties hereunder shall not constitute a breach of, or otherwise contravene, the terms of any other agreement
to which the Executive is a party or otherwise bound, except for agreements that are required to be entered into by and between
the Executive and any member of the Group pursuant to applicable law of the jurisdiction where the Executive is based, if any;
(ii) that the Executive has no information, confidential information and trade secrets relating to any other person or entity
which would prevent, or be violated by, the Executive entering into this Agreement or carrying out his/her duties hereunder.
The Executive will be based in
Fuzhou City, China or any other location as requested by the Company during the term of this Agreement.
|7.||TERMINATION OF THE AGREEMENT|
|(a)||By the Company. The Company may terminate the Employment for cause, at any time, without
advance notice or remuneration, if (i) the Executive is convicted or pleads guilty to a felony, (ii) the Executive has
been negligent or acted dishonestly to the detriment of the Company, (iii) the Executive has engaged in actions amounting
to misconduct or failed to perform his/her duties hereunder and such failure continues after the Executive is afforded a reasonable
opportunity to cure such failure,(iv) the Executive has died, or (v) the Executive has a disability which shall mean
a physical or mental impairment which, as reasonably determined by the Board, renders the Executive unable to perform the essential
functions of his/her employment with the company, even with reasonable accommodation that does not impose an undue hardship on
the Company, for more than 180 days in any 12-month period, unless a longer period is required by applicable law, in which case
that longer period would apply.|
In addition, the Company may terminate
the Employment without cause, at any time, upon one-month prior written notice to the Executive. Upon termination without cause,
the Company shall provide the Executive with severance payment in cash in an amount equal to three months of the Executive’s
base salary at the then current rate. Under such circumstance, the Executive agrees not to make any further claims for compensation
for loss of office, accrued remuneration, fees, wrongful dismissal or any other claim whatsoever against the Company or its subsidiaries
or the respective officers or employees of any of them.
|(b)||By the Executive. If there is a material and substantial reduction in the Executive’s
existing authority and responsibilities, the Executive may resign upon one-month prior written notice to the Company. In addition,
the Executive may resign prior to the expiration of the Agreement upon three-month prior written notice to the Company.|
|(c)||Notice of Termination. Any termination of the Executive’s employment under this Agreement
shall be communicated by written notice of termination from the terminating party to the other party. The notice of termination
shall indicate the specific provision(s) of this Agreement relied upon in effecting the termination.|
|8.||CONFIDENTIALITY AND NONDISCLOSURE|
|(a)||Confidentiality and Non-disclosure. In the course of the Executive’s services, the
Executive may have access to the Company and/or the Company’s customer/supplier’s and/or prospective customer/supplier’s
trade secrets and confidential information, including but not limited to those embodied in memoranda, manuals, letters or other
documents, computer disks, tapes or other information storage devices, hardware, or other media or vehicles, pertaining to the
Company and/or the Company’s customer/supplier’s and/or prospective customer/supplier’s business. All such trade
secrets and confidential information are considered confidential. All materials containing any secrets and confidential information
are the property of the Company and/or the Company’s customer/supplier and/or prospective customer/supplier, and shall be
returned to the Company and/or the Company’s customer/supplier and/or prospective customer/supplier upon expiration or earlier
termination of this Agreement. The Executive shall not directly or indirectly disclose or use any such trade secret or confidential
information, except as required in the performance of the Executive’s duties in connection with the Employment, or pursuant
to applicable law.|
|(b)||Trade Secrets. During and after the Employment, the Executive shall hold the Trade Secrets
in strict confidence; the Executive shall not disclose these Trade Secrets to anyone except other employees of the Company who
have a need to know the Trade Secrets in connection with the Company’s business. The Executive shall not use the Trade Secrets
other than for the benefits of the Company.|
“Trade Secrets” means
information deemed confidential by the Company, treated by the Company or which the Executive knows or ought reasonably to have
known to be confidential, and trade secrets, including without limitation designs, processes, pricing policies, methods, inventions,
conceptions, technology, technical data, financial information, corporate structure and know how, relating to the business and
affairs of the Company and its subsidiaries, affiliates and business associates, whether embodied in memoranda, manuals, letters
or other documents, computer disks, tapes or other information storage devices, hardware, or other media or vehicles. Trade Secrets
do not include information generally known or released to public domain through no fault of yours.
|(c)||Former Employer Information. The Executive agrees that he or she has not and will not, during
the term of his/her employment, (i) improperly use or disclose any proprietary information or trade secrets of any former
employer or other person or entity with which the Executive has an agreement or duty to keep in confidence information acquired
by Executive, if any, or (ii) bring into the premises of Company any document or confidential or proprietary information belonging
to such former employer, person or entity unless consented to in writing by such former employer, person or entity. The Executive
will indemnify the Company and hold it harmless from and against all claims, liabilities, damages and expenses, including reasonable
attorneys’ fees and costs of suit, arising out of or in connection with any violation of the foregoing.|
|(d)||Third Party Information. The Executive recognizes that the Company may have received, and
in the future may receive, from third parties their confidential or proprietary information subject to a duty on the Company’s
part to maintain the confidentiality of such information and to use it only for certain limited purposes. The Executive agrees
that the Executive owes the Company and such third parties, during the Executive’s employment by the Company and thereafter,
a duty to hold all such confidential or proprietary information in the strictest confidence and not to disclose it to any person
or firm and to use it in a manner consistent with, and for the limited purposes permitted by, the Company’s agreement with
such third party.|
This Section 8 shall survive
the termination of this Agreement for any reason. In the event the Executive breaches this Section 8, the Company shall have right
to seek remedies permissible under applicable law.
|(a)||Inventions Retained and Licensed. The Executive doesn’t have any inventions, ideas,
improvements, designs and discoveries, whether or not patentable and whether or not reduced to practice, original works of authorship
and trade secrets made or conceived by or belonging to the Executive (whether made solely by the Executive or jointly with others)
that (i) were developed by Executive prior to the Executive’s employment by the Company (collectively, “Prior
Inventions”), (ii) relate to the Company’ actual or proposed business, products or research and development, and
(iii) are not assigned to the Company hereunder; the Executive hereby acknowledges that, if in the course of his/her service
for the Company, the Executive incorporates into a Company product, process or machine a Prior Invention owned by the Executive
,the Company is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide right and license
(which may be freely transferred by the Company to any other person or entity) to make, have made, modify, use, sell, sublicense
and otherwise distribute, such Prior Invention as part of or in connection with such product, process or machine.|
|(b)||Disclosure and Assignment of Inventions. The Executive understands that the Company engages
in research and development and other activities in connection with its business and that, as an essential part of the Employment,
the Executive is expected to make new contributions to and create inventions of value for the Company.|
From and after the Effective Date,
the Executive shall disclose in confidence to the Company all inventions, improvements, designs, original works of authorship,
formulas, processes, compositions of matter, computer software programs, databases, mask works and trade secrets (collectively,
the “Inventions’), which the Executive may solely or jointly conceive or develop or reduce to practice, or cause
to be conceived or developed or reduced to practice, during the period of the Executive’s Employment at the Company. The
Executive acknowledges that copyrightable works prepared by the Executive within the scope of and during the period of the Executive’s
Employment with the Company are “works for hire” and that the Company will be considered the author thereof. The Executive
agrees that all the Inventions shall be the sole and exclusive property of the Company and the Executive hereby assigns all his/her
right, title and interest in and to any and all of the Inventions to the Company or its successor in interest without further consideration.
|(c)||Patent and Copyright Registration. The Executive agrees to assist the Company in every proper
way to obtain for the Company and enforce patents, copyrights, mask work rights, trade secret rights, and other legal protection
for the Inventions. The Executive will execute any documents that the Company may reasonably request for use in obtaining or enforcing
such patents, copyrights, mask work rights, trade secrets and other legal protections. The Executive’s obligations under
this paragraph will continue beyond the termination of the Employment with the Company, provided that the Company will reasonably
compensate the Executive after such termination for time or expenses actually spent by the Executive at the Company’s request
on such assistance, The Executive appoints the Secretary of the Company as the Executive’s attorney-in-fact to execute documents
on the Executive’s behalf for this purpose.|
|(d)||Return of Confidential Material. In the event of the Executive’s termination of employment
with the Company for any reason whatsoever, Executive agrees promptly to surrender and deliver to the Company all records, materials,
equipment, drawings, documents and data of any nature pertaining to any confidential information or to his/her employment, and
Executive will not retain or take with him or her any tangible materials or electronically stored data, containing or pertaining
to any confidential information that Executive may produce, acquire or obtain access to during the course of his/her employment.|
This Section 9 shall survive
the termination of this Agreement for any reason. In the event the Executive breaches this Section 9, the Company shall have
right to seek remedies permissible under applicable law.
|10.||NON-COMPETITION AND NON-SOLICITATION|
In consideration of the compensation
provided to the Executive by the Company hereunder, the adequacy of which is hereby acknowledged by the parties hereto, the Executive
agrees that during the term of the Employment and for a period of two years following the termination of the Employment for whatever
|(a)||the Executive will not assume employment with or provide services as a director for any Competitor,|
|(b)||unless expressly consented to by the Company, the Executive will not seek directly or indirectly,
by the offer of alternative employment or other inducement whatsoever, to solicit the services of any employee of the Company employed
as at or after the date of such termination, or in the year preceding such termination.|
The provisions contained in Section 10
are considered reasonable by the Executive and the Company. In the event that any such provisions should be found to be void under
applicable laws but would be valid if some part thereof was deleted or the period or area of application reduced, such provisions
shall apply with such modification as may be necessary to make them valid and effective.
This Section 10 shall survive
the termination of this Agreement for any reason. In the event the Executive breaches this Section 10, the Executive acknowledges
that there will be no adequate remedy at law, and the Company shall be entitled to injunctive relief and/or a decree for specific
performance, and such other relief as may be proper (including monetary damages if appropriate).In any event, the Company shall
have right to seek all remedies permissible under applicable law,
Notwithstanding anything else
herein to the contrary, the Company may withhold (or cause there to be withheld, as the case may be) from any amounts otherwise
due or payable under or pursuant to this Agreement such national, provincial, local or any other income, employment, or other taxes
as may be required to be withheld pursuant to any applicable law or regulation.
This Agreement is personal in
its nature and neither of the parties hereto shall, without the consent of the other, assign or transfer this Agreement or any
rights or obligations hereunder; provided, however, that (i) the Company may assign or transfer this Agreement or any rights
or obligations hereunder to any member of the Group without such consent, and(ii) in the event of a merger ,consolidation
,or transfer or sale of all or substantially all of the assets of the Company with or to any other individual(s) or entity, this
Agreement shall, subject to the provisions hereof, be binding upon and inure to the benefit of such successor and such successor
shall discharge and perform all the promises, covenants, duties, and obligations of the Company hereunder.
If any provision of this Agreement
or the application thereof is held invalid, the invalidity shall not affect other provisions or applications of this Agreement
which can be given effect without the invalid provisions or applications and to this end the provisions of this Agreement are declared
to be severable.
This Agreement constitutes the
entire agreement and understanding, between the Executive and the Company regarding the terms of the Employment and supersedes
all prior or contemporaneous oral or written agreements concerning such subject matter. The Executive acknowledges that he has
not entered into this Agreement in reliance upon any representation, warranty or undertaking which is not set forth in this Agreement.
Any amendment to this Agreement must be in writing and signed by the Executive and the Company.
This Agreement shall be governed
by and construed in accordance with the PRC laws．
This Agreement may not be amended,
modified or changed (in whole or in part), except by a formal, definitive written agreement expressly referring to this Agreement,
which agreement is executed by both of the parties hereto.
Neither the failure nor any delay
on the part of a party to exercise any right, remedy, power or privilege under this Agreement shall operate as a waiver thereof.
Nor shall any single or partial exercise of any right, remedy, power or privilege preclude any other or further exercise of the
same or of any right, remedy, power or privilege, nor shall any waiver of any right, remedy, power or privilege with respect to
any occurrence be construed as a waiver of such right, remedy, power or privilege with respect to any other occurrence. No waiver
shall be effective unless it is in writing and is signed by the party asserted to have granted such waiver.
All notices, requests, demands
and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given
and made if (i) delivered by hand, (ii) otherwise delivered against receipt therefore, (iii) sent by a recognized
courier with next-day or second-day delivery to the last known address of the other party; or (iv) sent by e-mail with confirmation
This Agreement may be executed
in counterparts, each of which shall be deemed an original as against any party whose signature appears thereon, and all of which
together shall constitute one and the same instrument.
|20.||NO INTERPRETATION AGAINST DRAFTER|
Each party recognizes that this
Agreement is a legally binding contract and acknowledges that such party has had the opportunity to consult with legal counsel
of choice. In any construction of the terms of this Agreement, the same shall not be construed against either party on the basis
of that party being the drafter of such terms.
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In WITNESS WHEREOF,
this agreement has been executed as of the date first written above.
|Pingtan Marine Enterprise Ltd.,
||/s/ Xxx, Xxx (Chinese characters)
/s/ Xxxx, Xxxxxxx (Chinese characters)