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 Hung Manh Tran ("Hung").

                


                A.
                  Cavico
                  is engaged in the business of Construction. Hung 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 Hung.

                


                C.
                  Hung
                  is willing to be employed by Cavico.

                


                Therefore,
                  the parties agree as follows:

                


                1.
                  EMPLOYMENT.
                  Cavico
                  shall employ Hung as a(n) Vice President. Hung shall provide to
                  Cavico the
                  services described on the attached Exhibit A, which is made a part
                  of this
                  Agreement by this reference. Hung 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. Hung 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 Hung
                  from time to time by Cavico. 

                


                2.
                  BEST EFFORTS OF EMPLOYEE.
                  Hung
                  agrees to perform faithfully, industriously, and to the best of
                  Hung'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 Hung under this Agreement,
                  Cavico will
                  pay Hung an annual salary of $30,000.00 payable monthly on the
                  first day of each
                  month. Upon termination of this Agreement, payments under this
                  paragraph shall
                  cease; provided, however, that Hung shall be entitled to payments
                  for periods or
                  partial periods that occurred prior to the date of termination
                  and for which
                  Hung 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 Hung for "out-of-pocket" expenses incurred by Hung
                  in accordance
                  with Cavico's policies in effect from time to time. 

                 

                
                  
                    
                    

                  

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

                


                6.
                  CONFIDENTIALITY.
                  Hung
                  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. Hung agrees that Hung 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. Hung will protect the Information and treat it as strictly
                  confidential. A violation by Hung 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 Hung has disclosed (or has threatened to disclose)
                  Information in
                  violation of this Agreement, Cavico shall be entitled to an injunction
                  to
                  restrain Hung 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 Hung'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 Hung was formerly employed
                  by or
                  connected with Cavico. 

                


                


                9.
                  VACATION.
                  Hung
                  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 Hung,
                  and must be approved by Cavico. Requests for vacation shall be
                  submitted to
                  Hung'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.

                 

                
                  
                    
                    

                  

                  
                    2

                    
                      

                    

                  

                  
                    
                    

                  

                

                 

                10.
                  SICK LEAVE. Hung
                  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 Hung'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 Hung 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. Hung
                  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 Hung's
                  starting date as the point of beginning. Personal leave benefits
                  may not be
                  converted into cash compensation. Hung'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 Hung 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. Hung
                  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.
                  Hung
                  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.

                


                Hung
                  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.
                  Hung'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 Hung upon 30 days written notice. If Hung is in violation
                  of this
                  Agreement, Cavico may terminate employment without notice and with
                  compensation
                  to Hung only to the date of such termination. The compensation
                  paid under this
                  Agreement shall be Hung's exclusive remedy. 

                


                15.
                  TERMINATION FOR DISABILITY.
                  Cavico
                  shall have the option to terminate this Agreement, if Hung 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 Hung.

                


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

                


                17.
                  RETURN OF PROPERTY. Upon
                  termination of this Agreement, Hung 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 Hung's
                  possession or
                  under Hung's control. Such obligation shall be governed by any
                  separate
                  confidentiality or proprietary rights agreement signed by Hung.

                


                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

                Hungtington
                  Beach, California 92647 

                


                Employee:

                


                Hung
                  Manh
                  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/
                        Hung
                        Manh Tran

                    

                  	 	
                    Date: 

                  	
                        


                  	 
	
                    
                      Hung
                        Manh Tran

                    

                  	 	 	 	 


          

        

         

        
          
            
            

          

          
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