Exhibit 10.34





 


EMPLOYMENT AGREEMENT


 


Between:


 


DOUG OLIVE


 


(the “Executive”)


 


And:


 


RITCHIE BROS. AUCTIONEERS (CANADA)
LTD.,


a corporation incorporated under the
laws of Canada


 


(the “Employer”)


 


WHEREAS:


 


A.    The Employer, its parent, and the
other subsidiaries is in the business of facilitating the exchange, buying, selling and auctioneering of industrial equipment;
and


 


B.     The Employer and the Executive
wish to enter into an employment relationship on the terms and conditions as described in this Agreement;


 


NOW THEREFORE THIS AGREEMENT WITNESSES THAT in consideration
of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the sufficiency of which
is hereby acknowledged by both parties, the Employer and the Executive agree as follows:


 


		1.	EMPLOYMENT



 


		a.	The Employer agrees to employ the Executive pursuant
to the terms and conditions described in this Agreement, including the appendices to this Agreement, and the Executive hereby
accepts and agrees to such employment. Unless otherwise defined, the defined terms in this Agreement will have the same meaning
in the appendices hereto.



 


		b.	The Executive will
                                         be employed in the position of Senior Vice President, Pricing, and shall perform
                                         and assume such duties and responsibilities as may be assigned by the Employer from time
                                         to time.



 


		c.	The Executive’s
                                         employment with the Employer in this new role will commence on April 1, 2015 (the “Commencement
                                         Date”), and the Executive’s employment hereunder will continue for an
                                         indefinite period of time until terminated in accordance with the terms of this Agreement
                                         or applicable law (the “Term”).



 


		d.	During the Term, the Executive will at all times:



 


		i.	well and faithfully serve the Employer, and act honestly
and in good faith in the best interests of the Employer;



 


		ii.	devote all of the Executive’s business time, attention
and abilities, and provide his best efforts, expertise, skills and talents, to the business of the Employer, except as provided
in Section 2(b);



 




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		iii.	adhere to all generally applicable written policies of
the Employer, and obey and observe to the best of the Executive’s abilities all lawful orders and directives, whether verbal or
written, of the Board;



 


		iv.	act lawfully and professionally, and exercise the degree
of care, diligence and skill that an executive employee would exercise in comparable circumstances; and



 


		v.	to the best of the Executive’s abilities perform the
duties and exercise the responsibilities required of the Executive under this Agreement.



 


		2.	PRIOR COMMITMENTS AND OUTSIDE ACTIVITIES



 


		a.	The Executive represents and warrants to the Employer
that the Executive has no existing common law, contractual or statutory obligations to his former employer or to any other person
that will conflict with the Executive’s duties and responsibilities under this Agreement.



 


		b.	During the term of this Agreement, the Executive will
not be engaged directly or indirectly in any outside business activities, whether for profit or not-for-profit, as principal,
partner, director, officer, active shareholder, advisor, employee or otherwise, without first having obtained the written permission
of the Employer.



 


		3.	POLICIES



 


		a.	The
                                         Executive agrees to comply with all generally applicable written policies applying to
                                         the Employer’s staff that may reasonably be issued by the Employer from time to
                                         time. The Executive agrees that the introduction, amendment and administration of such
                                         generally applicable written policies are within the sole discretion of the Employer.
                                         If the Employer introduces, amends or deletes such generally applicable written policies,
                                         such introduction, deletion or amendment will not constitute a constructive dismissal
                                         or breach of this Agreement. If there is a direct conflict between this Agreement and
                                         any such policy, this Agreement will prevail to the extent of the inconsistency.



 


		4.	COMPENSATION



 


		a.	Upon the Commencement Date, and continuing during the
Term, the Executive will earn the following annual compensation, less applicable statutory and regular payroll deductions and
withholdings:



 


	Compensation	 	
	Element	 	$CDN
	 	 	 
	Annual Base Salary	 	$250,000
    (the “Base
    Salary”)
	 	 	 
	Annual Short-Term	 	60%
    of Base Salary at Target (the
    “STI Bonus”)
	Incentive	 	(0%
    - 200% of Target STI Bonus on actual performance)
	 	 	 
	Annual Long-Term	 	80%
    of Base Salary at Target (the
    “LTI Grant”)
	Incentive Grant	 	 


 




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For greater clarity, for 2015 the STI Bonus will have a minimum
guarantee of 2/3rds of Target or $100,000.


 


The Employer shall review the Executive’s compensation package
for increase no less frequently than annually, starting in 2016.


 


		b.	The structure of the STI Bonus and LTI Grant will be
consistent with those granted to the RBA Pubco’s other executives, and is subject to amendments from time to time by the Employer.
Currently, LTI grants for executives are provided as follows:



 


		i.	50% in stock options, with a ten-year term, with all
such options vesting in equal one-third parts after the first, second and third anniversaries of the grant date;



 


		ii.	50% in performance share units, vesting on the third
anniversary of the grant date based on meeting pre-established performance criteria (currently based on 3 3 year RONA and Earnings
CAGR targets), with the number of share units that ultimately vest ranging from 0% to 200% of target based on actual performance.



 


		c.	The specific terms and conditions for LTI Grants (including
but not limited to the provisions upon termination of employment) will be based on the relevant plan documents and may be subject
to amendments from time to time by RBA Pubco.



 


		5.	BENEFITS



 


		a.	The Executive will be eligible to participate in the
Employer’s Canadian group benefit plans, subject to the terms and conditions of said plans and the applicable policies of the
Employer and applicable benefits providers.



 


		b.	The liability of the Employer with respect to the Executive’s
employment benefits is limited to the premiums or portions of the premiums the Employer regularly pays on behalf of the Executive
in connection with said employee benefits. The Executive agrees that the Employer is not, and will not be deemed to be, the insurer
and, for greater certainty, the Executive will not be liable for any decision of a third-party benefits provider or insurer, including
any decision to deny coverage or any other decision that affects the Executive’s benefits or insurance.



 


		c.	The Executive will be provided with a car, or car allowance,
in accordance with the Employer’s standard car allowance program and practice.



 


		6.	EXPENSES



 


		a.	The Employer will reimburse the Executive, in accordance
with the Employer’s policies, for all authorized travel and other out-of-pocket expenses actually and properly incurred by the
Executive in the course of carrying out the Executive’s duties and responsibilities under this Agreement.



 


		7.	HOURS OF WORK AND OVERTIME



 


		a.	Given the management nature of the Executive’s position, the Executive is required to work
                                                                                  additional hours from time to time, and is not eligible for overtime pay. The Executive acknowledges and agrees that the compensation provided under
this Agreement represents full compensation for all of the Executive’s working hours and services, including overtime.



 




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		8.	VACATION



 


		a.	The
                                         Executive will earn up to four or (5) weeks in yr 20++ (4) weeks (or twenty
                                         (20) business days) of paid vacation per annum, pro-rated for any partial year of employment.



 


		b.	The Executive will take his vacation subject to business
needs and in accordance with the Employer’s vacation policy in effect from time to time.



 


		c.	Annual vacation must be taken and may not be accrued,
deferred or banked without the Employer’s written approval.



 


		9.	TERMINATION OF EMPLOYMENT



 


		a.	Termination
                                         for cause: The Employer may terminate the Executive’s employment at any time
                                         for Cause, after providing Executive with at least 30 days’ notice of such proposed
                                         termination and 15 days to remedy the alleged defect. In this Agreement, “Cause”
                                         means the wilful and continued failure by the Executive to substantially perform, or
                                         otherwise properly carry out, the Executive’s duties on behalf of RBA Pubco or
                                         an affiliate, or to follow, in any material respect, the lawful policies, procedures,
                                         instructions or directions of the Employer or any applicable affiliate (other than any
                                         such failure resulting from the Executive’s disability or incapacity due to physical
                                         or mental illness), or the Executive wilfully or intentionally engaging in illegal or
                                         fraudulent conduct, financial impropriety, intentional dishonesty, breach of duty of
                                         loyalty or any similar intentional act which is materially injurious RBA Pubco or an
                                         affiliate, or which may have the effect of materially injuring the reputation, business
                                         or business relationships of the Employer or an affiliate, or any other act or omission
                                         constituting cause for termination of employment without notice or pay in lieu of notice
                                         at common law. For the purposes of this definition, no act, or failure to act, on the
                                         part of the Executive shall be considered “wilful” unless done, or omitted
                                         to be done, by the Executive in bad faith and without reasonable belief that the Executive’s
                                         action or omissions were in, or not opposed to, the best interests of the Employer and
                                         its affiliates.



 


In the event of termination for Cause, all unvested stock
options granted to the Executive pursuant to the terms of the RBA Pubco’s Stock Option Plan (the “Option Plan”) will
immediately be void on the date the Employer notifies the Executive of such termination. The Executive will have 30 days from the
date of termination to exercise any options which have vested prior to the date of termination, subject to the terms and conditions
of the Option Plan and the applicable individual option agreements.


 


In the event of termination for Cause, the rights of the
Executive with respect to any performance share units (“PSUs”) and restricted share units (“RSUs”) granted
pursuant to the RBA Pubco’s Performance Share Unit Plan (the “PSU Plan”) and Restricted Share Unit Plan (the “RSU
PLan”), respectively, and pursuant to any and all PSU and RSU grant agreements, respectively, will be governed pursuant to
the PSU Plan and RSU Plan, respectively.


 






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		b.	Termination
                                         for Good Reason: The Executive may terminate his employment with the Employer for
                                         Good Reason by delivery of written notice to the Employer within the sixty (60) day period
                                         commencing upon the occurrence of Good Reason including the basis for such Good Reason
                                         (with such termination effective thirty (30) days after such written notice is delivered
                                         to the Employer and only in the event that the Employer
                                         fails or is unable to cure such Good Reason within such thirty (30) day period). In the
                                         event of a termination of the Executive’s employment for Good Reason, the Executive
                                         will receive pay and benefits as if terminated by the Employer without Cause under Section
                                         9 c., below, and the termination shall be regarded as a termination without Cause for
                                         purposes of the Option Plan, the PSU Plan, and the RSU Plan. In this Agreement, “Good
                                         Reason” means a material adverse change by RBA Pubco or an affiliate, without
                                         the Executive’ s consent, to the Executive’s position, authority, duties,
                                         responsibilities, Executive’s place of residence, Base Salary or the potential
                                         short-term or long-term incentive bonus the Executive is eligible to earn, but does not
                                         include (1) a change in the Executive’s duties and/or responsibilities arising
                                         from a change in the scope or nature of RBA Pubco’s business operations, provided
                                         such change does not adversely affect the Executive’s position or authority or
                                         (2) a change across the board affecting similar executives in a
                                         similar fashion.









 


		c.	Termination without Cause: The Employer may terminate
the Executive’s employment at any time, without Cause by providing the Executive with the following:



 


		i.	one (1) months’ Base Salary and STI Bonus at Target
per year of service, subject to a minimum of six (6) months and a maximum of eighteen (18) months’ Base Salary and STI Bonus at
Target;



 


		ii.	continuation of all applicable PSU and RSU rights held
by the Executive in accordance with the PSU and RSU grant agreements, and the terms and conditions of the PSU and RSU Plan;



 


		iii.	immediate accelerated vesting of all unvested stock
options, with the Executive having 90 days from the date of termination to exercise such options, subject to the terms and conditions
of the Option Plan and the applicable individual option agreements; and



 


		d.	continued extended health and dental benefits coverage
at active employee rates until the earlier of the first anniversary of the termination of the Executive’s employment or the date
on which the Executive begins new full-time employment, or paying for such period of time the Employer’s share of the costs of
such benefits.



 


		e.	Resignation:
                                         The Executive may terminate his employment with the Employer at any time by providing
                                         the Employer with three (3) months’ notice in writing
                                         to that effect. If the Executive provides the Employer with written notice under this
                                         Section, the Employer may waive such notice, in whole or in part, in which case the Employer
                                         will pay the Executive the Base Salary only for the amount of time remaining in that
                                         notice period and the Executive’s employment will terminate on the earlier date
                                         specified by the Employer without any further compensation.



 


In the event of termination by the Executive as provided
in this section, all unvested stock options held by the Executive will immediately be void on the termination date of the Executive’s
employment, with the Executive having 90 days from said date to exercise any vested stock options held by the Executive. The rights
of the Executive with respect to any PSUs or RSUs will be as set forth in the PSU Plan and RSU Plan with respect to termination
by the Executive.


 


		f.	Retirement:
                                         In the event of the Executive’s retirement, as defined by the Employer’s
                                         policies, all unvested stock options will continue to vest according to their initial
                                         grant schedules and will remain exercisable up to the earlier of the original grant expiry
                                         date and the third anniversary of the date of retirement.



 




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RSUs and PSUs will continue to vest and be paid in accordance
with the original grant schedule applicable thereto.


 


		g.	Deductions
                                         and withholdings: All payments under this Section are subject to applicable statutory
                                         and regular payroll deductions and withholdings as applicable.



 


		h.	Terms of
                                         Payment upon Termination: Upon termination of the Executive’s employment, for
                                         any reason:



 


		i.	Subject to Section
                                         9 d. and except as limited by Section 9 g. (ii), the Employer will pay the Executive
                                         all earned and unpaid Base Salary, earned and unpaid vacation pay, earned and unpaid
                                         STI for a preceding year (if any remains unpaid), and a prorated STI
                                         Bonus for the year of termination, up to and including the Executive’s last
                                         day of active employment with the Employer (the “Termination Date”),
                                         with such payment to be made within five (5) business days of the Termination Date.



 


		ii.	In the event of resignation by the Executive or termination
of the Executive’s employment for Cause, no STI Bonus for the year of termination will be payable to the Executive; and



 


		iii.	On the Termination Date, or as otherwise directed by
the Board, the Executive will immediately deliver to the Employer all files, computer disks, Confidential Information, information
and documents pertaining to the Employer’s Business, and all other property of the Employer that is in the Executive’s possession
or control, without making or retaining any copy, duplication or reproduction of such files, computer disks, Confidential Information,
information or documents without the Employer’s express written consent.



 


		i.	Other than as expressly provided herein, the Executive will not be entitled to receive any
                                                                                  further pay or compensation, severance pay, notice, payment in lieu of notice, incentives, bonuses, benefits, rights and
                                                                                  damages of any kind. The Executive acknowledges and agrees that, in the event of a payment under Section 9b. or Section 9 c.
                                                                                  of this Agreement, the Executive will not be entitled to any other payment in connection with the termination of the
                                                                                  Executive’s employment.



 


		j.	Notwithstanding
                                         the foregoing, in the event of a termination without Cause or termination for Good Reason,
                                         the Employer will not be required to pay any Base Salary or STI Bonus to the Executive
                                         beyond that earned by the Executive up to and including the Termination Date, unless
                                         the Executive signs within sixty (60) days of the Termination Date and does not revoke
                                         a full and general release (the “Release”) of any and all claims that
                                         the Executive has against the Employer or its affiliates and such entities’ past
                                         and then current officers, directors, owners, managers, members, agents and employees
                                         relating to all matters, in form and substance satisfactory to the Employer acting in
                                         good faith, provided, however, that the payment shall not occur prior to the effective
                                         date of the Release, provided further that if the maximum period during which Executive
                                         can consider and revoke the release begins in one calendar year and ends in another calendar
                                         year, then such payment shall not be made until the first payroll date occurring after
                                         the later of (A) the last day of the calendar year in which such period begins, and (B)
                                         the date on which the Release becomes effective.



 




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		k.	Notwithstanding any changes in the terms and conditions
of the Executive’s employment which may occur in the future, including any changes in position, duties or compensation, the termination
provisions in this Agreement will continue to be in effect for the duration of the Executive employment with the Employer unless
otherwise amended in writing and signed by the Employer.



 


		l.	Agreement
                                         authorizing payroll deductions: If, on the date the employment relationship ends,
                                         regardless of the reason, the Executive owes the Employer any money (whether pursuant
                                         to an advance, overpayment, debt, error in payment, or any other reason), the Executive
                                         hereby authorizes the Employer to deduct any such debt amount from the Executive’s
                                         salary, severance or any other payment due to the Executive (to the extent permissible
                                         by applicable law). Any remaining debt will be immediately payable to the Employer and
                                         the Executive agrees to satisfy such debt within 14 days of the Termination Date or any
                                         demand for repayment.



 


		10.	SHARE OWNERSHIP REQUIREMENTS



 


		a.	The Executive will be subject to the RBA Pubco’s share
ownership guideline policy, as amended from time to time.



 


		11.	CONFIDENTIAL INFORMATION



 


		a.	In this Agreement “Confidential Information”
means information proprietary to RBA Pubco or the Employer that is not publically known or available, including but not limited
to personnel information, customer information, supplier information, contractor information, pricing information, financial information,
marketing information, business opportunities, technology, research and development, manufacturing and information relating to
intellectual property, owned, licensed, or used by RBA Pubco or the Employer or in which the Employer otherwise has an interest,
and includes Confidential Information created by the Executive in the course of his employment, jointly or alone. The Executive
acknowledges that the Confidential Information is the exclusive property of the Employer.



 


		b.	The Executive agrees at all times during the Term and
after the Term, to hold the Confidential Information in strictest confidence and not to disclose it to any person or entity without
written authorization from the Employer and the Executive agrees not to copy or remove it from the Employer’s premises except
in pursuit of the Employer’s business, or to use or attempt to use it for any purpose other than the performance of the Executive’s
duties on behalf of the Employer.



 


		c.	The Executive agrees, at all times during and after the
Term, not use or take advantage of the Confidential Information for creating, maintaining or marketing, or aiding in the creation,
maintenance, marketing or selling, of any products and/or services which are competitive with the products and services of RBA
Pubco or the Employer.



 


		d.	Upon the request of the Employer, and in any event upon
the termination of the Executive’s employment with the Employer, the Executive will immediately return to the Employer all materials,
including all copies in whatever form containing the Confidential Information which are within the Executive’s possession or control.



 






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		12.	INVENTIONS



 


		a.	In this Agreement, “Invention” means any invention,
improvement, method, process, advertisement, concept, system, apparatus, design or computer program or software, system or database.



 


		b.	The Executive acknowledges and agrees that every Invention
which the Executive may, at any time during the terms of his employment with the Employer or its affiliates, make, devise or conceive,
individually or jointly with others, whether during the Employer’s business hours or otherwise, and which relates in any manner
to the Employer’s business will belong to, and be the exclusive property of the Employer, and the Executive will make full and
prompt disclosure to the Employer of every such Invention. The Executive hereby irrevocably waives all moral rights that the Executive
may have in every such Invention.



 


		c.	The Executive undertakes to, and hereby does, assign
to the Employer, or its nominee, every such Invention and to execute all assignments or other instruments and to do any other
things necessary and proper to confirm the Employer’s right and title in and to every such Invention. The Executive further undertakes
to perform all proper acts within his power necessary or desired by the Employer to obtain letters patent in the name of the Employer
and at the Employer’s expense for every such Invention in whatever countries the Employer may desire, without payment by the Employer
to the Executive of any royalty, license fee, price or additional compensation.



 


		d.	The Executive acknowledges that all original works of
authorship which are made by the Executive (solely or jointly with others) within the scope of the Executive’s employment and
which are protectable by copyright are “works made for hire,” pursuant to United States Copyright Act (17 U.S.C., Section
101).



 


		13.	NON-SOLICITATION



 


		a.	The Executive acknowledges that in the course of the
Executive’s employment with the Employer the Executive will develop close relationships with the Employer’s clients, customers
and employees, and that the Employer’s goodwill depends on the development and maintenance of such relationships. The Executive
acknowledges that the preservation of the Employer’s goodwill and the protection of its relationships with its customers and employees
are proprietary rights that the Employer is entitled to protect.



 


		b.	The Executive will not during the Applicable Period,
whether individually or in partnership or jointly or in conjunction with any person or persons, as principal, agent, shareholder,
director, officer, employee or in any other manner whatsoever:



 


		i.	solicit any client or customer of the Employer or an
affiliate with whom the Executive dealt during the twelve (12) months immediately prior to the termination of the Executive’s
employment with the Employer (however caused) for the purposes of (a) causing or trying to cause such client or customer to cease
doing business with the Employer or to reduce such business with the Employer or an affiliate by diverting it elsewhere or (b)
providing products or services that are the same as or competitive with the business of the Employer or an affiliate in the area
of facilitating the exchange of industrial equipment; or



 


		ii.	seek in any way to solicit, engage, persuade or entice,
or attempt to solicit, engage, persuade or entice any employee of the Employer or an affiliate, to leave his or her employment
with the Employer or affiliate,



 




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The “Applicable Period” means eighteen (18)
months following termination, regardless of the reason for such termination or the party effecting it.


 


		14.	NON-COMPETITION



 


The Executive agrees that, without the prior written consent
of the Employer, the Executive will not, directly or indirectly, in a capacity similar to that of the Executive with the Employer,
carry on, be engaged in, be concerned with or interested in, perform services for, or be employed in a business which is the same
as or competitive with the business of the Employer in the area of facilitating the exchange of industrial equipment, or in the
area of the buying, selling or auctioning of industrial equipment, either individually or in partnership or jointly or in conjunction
with any person as principal, agent, employee, officer or shareholder. The foregoing restriction will be in effect for a period
of eighteen (18) months following the termination of the Executive’s employment, regardless of the reason for such termination
or the party effecting it, within the geographical area of Canada and the United States.


 


		15.	REMEDIES FOR BREACH OF RESTRICTIVE COVENANTS



 


		a.	The Executive acknowledges that the restrictions contained
in Sections 9 g. iii., 11, 12, 13 and 14 of this Agreement are, in view of the nature of the Employer’s business, reasonable and
necessary in order to protect the legitimate interests of the Employer and that any violation of those Sections would result in
irreparable injuries and harm to the Employer, and that damages alone would be an inadequate remedy.



 


		b.	The Executive hereby agrees that the Employer will be
entitled to the remedies of injunction, specific performance and other equitable relief to prevent a breach or recurrence of a
breach of this Agreement and that the Employer will be entitled to its reasonable legal costs and expenses, including but not
limited to its attorneys’ fees, incurred in properly enforcing a provision of this Agreement.



 


		c.	Nothing contained herein will be construed as a waiver
of any of the rights that the Employer may have for damages or otherwise.



 


		d.	The Executive and the Employer expressly agree that the
provisions of Sections 9 g. iii., 11, 12,13,14, and 21 of this Agreement will survive the termination of the Executive’s employment
for any reason.



 


		16.	GOVERNING LAW



 


This Agreement will be governed by the laws of the Province
of British Columbia.


 


		17.	SEVERABILITY



 


		a.	All sections, paragraphs and covenants contained in this
Agreement are severable, and in the event that any of them will be held to be invalid, unenforceable or void by a court of a competent
jurisdiction, such sections, paragraphs or covenants will be severed and the remainder of this Agreement will remain in full force
and effect.



 






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		18.	ENTIRE AGREEMENT



 


		a.	This Agreement, including the Appendices, and any other
documents referenced herein, contains the complete agreement concerning the Executive’s employment by the Employer and will, as
of the date it is executed, supersede any and all other employment agreements between the parties.



 


		b.	The parties agree that there are no other contracts or
agreements between them, and that neither of them has made any representations, including but not limited to negligent misrepresentations,
to the other except such representations as are specifically set forth in this Agreement, and that any statements or representations
that may previously have been made by either of them to the other have not been relied on in connection with the execution of
this Agreement and are of no effect.



 


		c.	No waiver, amendment or modification of this Agreement
or any covenant, condition or restriction herein contained will be valid unless executed in writing by the party to be charged
therewith, with the exception of those modifications expressly permitted within this Agreement. Should the parties agree to waive,
amend or modify any provision of this Agreement, such waiver, amendment or modification will not affect the enforceability of
any other provision of this Agreement. Notwithstanding the foregoing, the Employer may unilaterally amend the provisions of Section
9 c. relating to provision of certain health benefits following termination of employment to the extent the Employer deems necessary
to avoid the imposition of excise taxes, penalties or similar charges on the Employer or any of its Affiliates.



 


		19.	CONSIDERATION



 


		a.	The parties acknowledge and agree that this Agreement
has been executed by each of them in consideration of the mutual premises and covenants contained in this Agreement and for other
good and valuable consideration, the receipt and sufficiency of which is acknowledged. The parties hereby waive any and all defenses
relating to an alleged failure or lack of consideration in connection with this Agreement.



 


		20.	INTERPRETATION



 


Headings are included in this Agreement for convenience of
reference only and do not form part of this Agreement.


 


		21.	DISPUTE RESOLUTION



 


In the event of a dispute arising out of or in connection
with this Agreement, or in respect of any legal relationship associated with it or from it, which does not involve the Employer
seeking a court injunction or other injunctive or equitable relief to protect its business, confidential information or intellectual
property, that dispute will be resolved in strict confidence as follows:


 


		a.	Amicable Negotiation – The parties agree that, both during
                                                                                                                       and after the performance of their responsibilities under this Agreement, each of them will make bona fide efforts
                                                                                                                       to resolve any disputes arising between them via amicable negotiations;



 


		b.	Arbitration – If the parties have been unable to resolve
a dispute for more than 90 days, or such other period agreed to in writing by the parties, either party may refer the dispute
for final and binding arbitration by providing written notice to the other party. If the parties cannot agree on an arbitrator
within thirty (30) days of receipt of the notice to arbitrate, then either party may make application to the British Columbia
Arbitration and Mediation Society to appoint one. The arbitration will be held in Vancouver, British Columbia, in accordance with
the BCICAC’s Shorter Rules for Domestic Commercial Arbitration, and each party will bear its own costs, including one-half share
of the arbitrator’s fees.



 




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		22.	ENUREMENT



 


		a.	The provisions of this Agreement will ensure to the benefit
of and be binding upon the parties, their heirs, executors, personal legal representatives and permitted assigns, and related
companies.



 


		b.	This Agreement may be assigned by the Employer in its
discretion, in which case the assignee shall become the Employer for purposes of this Agreement. This agreement will not be assigned
by the Executive.



 


	Dated
    this 20 day of April, 2015.	 	 
	 	 	 
	Signed, Sealed
    and Delivered by	)	 
	Doug Olive
    in the	)	 
	presence of:	)	 
	 	)	 
	 	)	/s/
    Doug Olive
	Name	)	DOUG OLIVE
	 	)	 
	9500
    Glenlyon

	)	 
	Address	)	 
	 	)	 
	 	)	 
	 	)	 
	 	)	 
	EA.	)	 
	Occupation	)	 





	RITCHIE BROS. AUCTIONEERS (CANADA) LTD.	 
	 	 	 
	Per:		 
	 	Authorized Signatory	 


 




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