Unassociated Document


    
      
        
          
            
              


              EMPLOYMENT
                AGREEMENT

              


              


              This
                Employment Agreement (this "Agreement") is made effective as of January
                08,
                2007, by and between Cavico Corp ("Cavico"), of 17011 Beach Blvd,
                Suite 1230,
                Huntington Beach, California, 92647 and Hai Thanh Tran ("Hai").

              


              A.
                Cavico
                is engaged in the business of Construction. Hai will primarily perform
                the job
                duties at the following location: 17011 Beach Blvd, Suite 1230, Huntington
                Beach, California.

              


              B.
                Cavico
                desires to have the services of Hai.

              


              C.
                Hai is
                willing to be employed by Cavico.

              


              Therefore,
                the parties agree as follows:

              


              1.
                EMPLOYMENT.
                Cavico
                shall employ Hai as a(n) Vice President.  Mr
                Hai
                shall provide to Cavico the service as the direct manager in Cavico
                Viet Nam,
                which is a subsidiary of Cavico Corporation. Hai accepts and agrees
                to such
                employment, and agrees to be subject to the general supervision,
                advice and
                direction of Cavico and Cavico's supervisory personnel. Hai shall
                also perform
                (i) such other duties as are customarily performed by an employee
                in a similar
                position, and (ii) such other and unrelated services and duties as
                may be
                assigned to Hai from time to time by Cavico. 

              


              2.
                BEST EFFORTS OF EMPLOYEE.
                Hai
                agrees to perform faithfully, industriously, and to the best of Hai's
                ability,
                experience, and talents, all of the duties that may be required by
                the express
                and implicit terms of this Agreement, to the reasonable satisfaction
                of Cavico.
                Such duties shall be provided at such place(s) as the needs, business,
                or
                opportunities of Cavico may require from time to time. 

              


              3.
                COMPENSATION OF EMPLOYEE.
                As
                compensation for the services provided by Hai under this Agreement, Mr
                Hai
                will receive salary from Cavico Viet Nam and will be paid on the
                first day of
                each month.
                Upon
                termination of this Agreement, payments under this paragraph shall
                cease;
                provided, however, that Hai shall be entitled to payments for periods
                or partial
                periods that occurred prior to the date of termination and for which
                Hai has not
                yet been paid, and for any commission earned in accordance with Cavico's
                customary procedures, if applicable. Accrued vacation will be paid
                in accordance
                with state law and Cavico's customary procedures. This section of
                the Agreement
                is included only for accounting and payroll purposes and should not
                be construed
                as establishing a minimum or definite term of employment. 

              


              4.
                EXPENSE REIMBURSEMENT. Cavico
                will reimburse Hai for "out-of-pocket" expenses incurred by Hai in
                accordance
                with Cavico's policies in effect from time to time. 

               

              
                
                  
                  

                

                
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              5.
                RECOMMENDATIONS FOR IMPROVING OPERATIONS.
                Hai
                shall provide Cavico with all information, suggestions, and recommendations
                regarding Cavico's business, of which Hai has knowledge, that will
                be of benefit
                to Cavico.

              


              6.
                CONFIDENTIALITY.
                Hai
                recognizes that Cavico has and will have information regarding the
                following:

              -
                inventions

              -
                products

              -
                product
                design

              -
                processes

              -
                technical matters

              -
                trade
                secrets

              -
                copyrights

              -
                customer lists

              -
                prices

              -
                costs

              -
                discounts

              -
                business affairs

              -
                future
                plans

              and
                other
                vital information items (collectively, "Information") which are valuable,
                special and unique assets of Cavico. Hai agrees that Hai will not
                at any time or
                in any manner, either directly or indirectly, divulge, disclose,
                or communicate
                any Information to any third party without the prior written consent
                of Cavico.
                Hai will protect the Information and treat it as strictly confidential.
                A
                violation by Hai of this paragraph shall be a material violation
                of this
                Agreement and will justify legal and/or equitable relief. 

              


              7. UNAUTHORIZED
                DISCLOSURE OF INFORMATION.
                If it
                appears that Hai has disclosed (or has threatened to disclose) Information
                in
                violation of this Agreement, Cavico shall be entitled to an injunction
                to
                restrain Hai from disclosing, in whole or in part, such Information,
                or from
                providing any services to any party to whom such Information has
                been disclosed
                or may be disclosed. Cavico shall not be prohibited by this provision
                from
                pursuing other remedies, including a claim for losses and damages.


              


              8. CONFIDENTIALITY
                AFTER TERMINATION OF EMPLOYMENT.
                The
                confidentiality provisions of this Agreement shall remain in full
                force and
                effect for a 1 year period after the termination of Hai's employment.
                During
                such 1 year period, neither party shall make or permit the making
                of any public
                announcement or statement of any kind that Hai was formerly employed
                by or
                connected with Cavico. 

              


              


              9.
                VACATION.
                Hai
                shall be entitled to 14 of paid vacation for each completed year
                of employment.
                Such vacation must be taken at a time mutually convenient to Cavico
                and Hai, and
                must be approved by Cavico. Requests for vacation shall be submitted
                to Hai's
                immediate supervisor 14 days in advance of the requested beginning
                date.


              


              The
                provisions of this Vacation section are subject to change in accordance
                with
                Cavico policies in effect from time to time.

               

              
                
                  
                  

                

                
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              10.
                SICK LEAVE. Hai
                shall
                be entitled to 6 day(s) paid time, due to illness or for personal
                business, for
                each year of employment, with the year to be measured using Hai's
                starting date
                as the point of beginning. Unused sick leave benefits as of December
                31 of each
                year may be converted into cash compensation at a rate of $25.00
                per hour. Sick
                leave may be accumulated from year to year up to a total of 6 days;
                excess
                amounts shall be forfeited. 

              


              All
                requests for sick days off shall be made by Hai in accordance with
                Cavico
                policies in effect from time to time. 

              


              The
                provisions of this Sick Leave section are subject to change in accordance
                with
                Cavico policies in effect from time to time.

              


              11.
                PERSONAL LEAVE. Hai
                shall
                be entitled to 6 day(s) unpaid time, for personal business or due
                to illness,
                for each year of employment, with the year to be measured using Hai's
                starting
                date as the point of beginning. Personal leave benefits may not be
                converted
                into cash compensation. Hai's rights to unused personal leave benefits
                shall be
                forfeited upon termination of employment. Personal leave may not
                be accumulated
                from year to year; unused benefits shall be forfeited. 

              


              All
                requests for personal days off shall be made by Hai in accordance
                with Cavico
                policies in effect from time to time.

              


              The
                provisions of this Personal Leave section are subject to change in
                accordance
                with Cavico policies in effect from time to time.

              


              12.
                HOLIDAYS. Hai
                shall
                be entitled to the following holidays with pay during each calendar
                year:


              -
                New
                Year's Day

              -
                Memorial Day

              -
                4th of
                July

              -
                Labor
                Day

              -
                Thanksgiving Day

              -
                Christmas Day

              


              The
                provisions of this Holidays section are subject to change in accordance
                with
                Cavico policies in effect from time to time.

              


              13.
                INSURANCE BENEFITS.
                Hai
                shall be entitled to insurance benefits, in accordance with Cavico's
                applicable
                insurance contract(s) and policies, and applicable state law. These
                benefits
                shall include:

              -
                health
                insurance

              -
                disability insurance

              -
                life
                insurance

              


              The
                provisions of this Insurance Benefits section are subject to change
                in
                accordance with Cavico policies in effect from time to time.

              


              Hai
                shall
                be able to participate in Cavico's pension plan in accordance with
                the plan's
                terms and the requirements of law. 

               

              
                
                  
                  

                

                
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              14.
                TERM/TERMINATION.
                Hai's
                employment under this Agreement shall be for an unspecified term
                on an "at will"
                basis. This Agreement may be terminated by Cavico upon 30 days written
                notice,
                and by Hai upon 30 days written notice. If Hai is in violation of
                this
                Agreement, Cavico may terminate employment without notice and with
                compensation
                to Hai only to the date of such termination. The compensation paid
                under this
                Agreement shall be Hai's exclusive remedy. 

              


              15.
                TERMINATION FOR DISABILITY.
                Cavico
                shall have the option to terminate this Agreement, if Hai becomes
                permanently
                disabled and is no longer able to perform the essential functions
                of the
                position with reasonable accommodation. Cavico shall exercise this
                option by
                giving 30 days written notice to Hai.

              


              16.
                COMPLIANCE WITH EMPLOYER'S RULES.
                Hai
                agrees to comply with all of the rules and regulations of Cavico.

              


              17.
                RETURN OF PROPERTY. Upon
                termination of this Agreement, Hai shall deliver to Cavico all property
                which is
                Cavico's property or related to Cavico's business (including keys,
                records,
                notes, data, memoranda, models, and equipment) that is in Hai's possession
                or
                under Hai's control. Such obligation shall be governed by any separate
                confidentiality or proprietary rights agreement signed by Hai.

              


              18.
                NOTICES. All
                notices required or permitted under this Agreement shall be in writing
                and shall
                be deemed delivered when delivered in person or on the third day
                after being
                deposited in the United States mail, postage paid, addressed as
                follows:

              


              


              Employer:

              


              Cavico
                Corp

              Ha
                Quang
                Bui

              CEO
&
                Chairman

              17011
                Beach Blvd, Suite 1230

              Haitington
                Beach, California 92647 

              


              Employee:

              


              Hai
                Thanh
                Tran

              


              Such
                addresses may be changed from time to time by either party by providing
                written
                notice in the manner set forth above.

              


              19.
                ENTIRE AGREEMENT. This
                Agreement contains the entire agreement of the parties and there
                are no other
                promises or conditions in any other agreement whether oral or written.
                This
                Agreement supersedes any prior written or oral agreements between
                the
                parties.

              


              20.
                AMENDMENT. This
                Agreement may be modified or amended, if the amendment is made in
                writing and is
                signed by both parties.

               

              
                
                  
                  

                

                
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              21.
                SEVERABILITY. If
                any
                provisions of this Agreement shall be held to be invalid or unenforceable
                for
                any reason, the remaining provisions shall continue to be valid and
                enforceable.
                If a court finds that any provision of this Agreement is invalid
                or
                unenforceable, but that by limiting such provision it would become
                valid or
                enforceable, then such provision shall be deemed to be written, construed,
                and
                enforced as so limited.

              


              22.
                WAIVER OF CONTRACTUAL RIGHT. The
                failure of either party to enforce any provision of this Agreement
                shall not be
                construed as a waiver or limitation of that party's right to subsequently
                enforce and compel strict compliance with every provision of this
                Agreement.

              


              23.
                APPLICABLE LAW. This
                Agreement shall be governed by the laws of the State of California.

              
 

            

            EMPLOYER:

            Cavico
              Corp

          

        

      

      


      

        
          	
                  By: 
                    

                	
                  
                    /s/
                      Ha Quang Bui

                  

                	 	
                  Date: 

                	
                    


                	 
	
                   

                	
                  Ha
                    Quang Bui

                	 	 	 	 
	
                   

                	
                  CEO
                    & Chairman

                	 	 	 	 


        

      

      


      


      AGREED
        TO AND ACCEPTED.

      


      EMPLOYEE:

       

      
        

          
            	
                    
                      /s/
                        Hai
                        Thanh Tran

                    

                  	 	
                    Date: 

                  	
                        


                  	 
	
                    
                      Hai
                        Thanh Tran

                    

                  	 	 	 	 


          

        

         

        
          
            
            

          

          
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