Exhibit 10.1


 


EMPLOYMENT
AGREEMENT


 


THIS
EMPLOYMENT AGREEMENT (this “Agreement”) is made on May 25, 2018. (“Effective Date”) between China Teletech
Holding, Inc., having its registered office at Bao’an District, Guanlan Area, Xintian, Jun’xin Industrial Zone Building
No. 9, 10, Shenzhen, Guangdong, China (hereinafter referred to as “Company”) and RONGDONG HE (hereinafter referred
to as “Employee”).


 


The
parties shall be individually referred to as “Party” and collectively, as “Parties”.


 


The
Parties hereby agree as follows:


 


1.
ENGAGEMENT


 


1.1
Appointment: The Company hereby employs the Employee as Chief Risk Officer and the Director of the Board of Directors, and the
Employee agrees upon the terms and conditions herein set forth to be employed by the Company. Employee shall report directly to
the Chairman of the Board of Directors of the Company.


 


1.2
Duration: The term of the agreement shall be thirty-six (36) months, effective as of May 25, 2018. Unless both parties mutually
agree to extend the term of this agreement, the term of this agreement shall expire automatically on the expiration date. The
agreement can be renewed for an additional time period as agreed by both parties. The agreement can be terminated earlier by either
party by giving two months prior written notice.


 


1.3
Nature of Duties: The Employee shall perform, to the best of his ability, all the duties as are inherent in the Employee’s
posting and such additional duties as the Company may call upon the Employee to perform, from time to time.


 


1.4
Place of Posting: The Employee will be posted at China office. The Employee may need to travel if the Company so requires. The
Employee could be transferred to another location, seconded to any other entity, in U.S. or abroad, based upon the Company’s
requirements. Unless otherwise specifically mentioned in writing by the Company, the terms of this Agreement, including those
relating to compensation, shall govern any such transfer and / or secondment.


 


1.5
Hours of Work: The normal working days are Monday through Friday and the working hours are from 9am to 5:30pm. The Employee is
expected to work not less than 40 hours each week. The Employee will be required to work for such period of time as is necessary
for the proper discharge of the Employee’s duties to the Company.


 


1.6
Company Property:


(a)
The Employee shall always maintain, in good condition, the Company’s property, which may be entrusted to the Employee for
official use during the course of the Employee’s employment. At the time of relinquishing the duties, the Employee shall
return all such property to the Company. Failure to do so will automatically entitle the company to recover such amounts from
the Employee’s dues in addition to any other remedies available to the Company under law.


 


(b)
The Employee shall be responsible for all such items or property and shall immediately report loss of property, if any, in the
Employee’s possession to the Company. The Employee shall, if required by the Company, assist the Company in reporting loss
of any such property to the local police authorities, as well as for lodging a claim with the insurance company. Failure to do
so will automatically entitle the company to recover such amounts from the Employee’s dues in addition to any other remedies
available to the Company under law.


  



     


     


    

 


1.7
Borrowing / Accepting Gifts: The Employee shall not borrow or accept any money, gift, reward or compensation for the Employee’s
personal gains from or otherwise place himself under pecuniary obligation to any person / client associated with the Company.


 


1.8
Other Agreements: As and when required by the Company’s clients or other interests, the Company may be obligated to procure
the Employee (as its employee) to sign certain agreements relating to confidentiality, intellectually property, non-disclosure
and other restrictions. The Employee agrees to sign such agreements in the best interests of the Company.


 


1.9
Company Policies: The Employee shall follow all Company rules and policies effective as of the Effective Date and revised from
time to time. The Company shall notify any amendment and / or updates to such policies to the Employee either by an email communication
and / or by notification on the Company website. The Employee acknowledges that such communication or notification shall be adequate
and shall thereafter be automatically incorporated into this Agreement.


 


2.
COMPENSATION


 


2.1
Base Salary: The Company will pay employee a base pay of $96,000 per annual, payable in accordance with the Company’s standard
payroll practices. The amount of the base salary shall be reviewed and adjusted periodically by the company upon the employee’s
actual performance and contribution. Employee acknowledges and agrees that employee is obligated to report as income all compensation
received by employee pursuant to this Agreement, and employee acknowledges its obligation to pay all his employment and other
taxes thereon.


 


2.2
Annual Bonus. The Employee shall be eligible to receive an annual discretionary bonus (the “Bonus”), in an amount
ranging from zero (0) to fifty percent (50%) of his Salary, to be determined by the Chairman of the Board or Compensation Committee
in its sole discretion, based on the satisfaction of performance objectives established by the Chairman of the Board or Compensation
Committee. The Company shall pay to the Employee the Bonus, to the extent declared earned and payable, within a reasonable time
after it becomes payable.


 


2.3
Other Employee Benefit Plans. The Employee shall be entitled to participate in other employee benefit plans, programs and arrangements
that the Company may maintain from time to time for its qualified officers and employees, including the stock option plans and
employee stock incentive plans.


 


2.4
Expenses. The Company shall pay or reimburse the Employee for all reasonable out-of-pocket expenses incurred by the Employee in
connection with his employment hereunder upon submission of appropriate documentation or receipts evidencing the expenses in accordance
with the policies and procedures of the Company as are in effect from time to time. No expense payment or reimbursement under
this Section shall be “grossed up” or increased to take into account any tax liability incurred by the Employee as
a result of such payment or reimbursement.


  



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2.5
Leave and Holidays: The Employee is entitled to the following leaves as per the Company Leave policy.


(a)
statutory holidays


 


(b)
public holidays


 


(c)
Five working days paid annual leave


 


(d)
Three working days paid sick leave upon providing valid certificate of diagnosis


 


3.
TERMINATION


 


3.1
The Employee may terminate this Agreement without any reason, by giving the Company no less than one month’s prior notice
in writing. The Company may reduce the notice period at the Company’s sole and absolute discretion. The Employee agrees
that, in the event the Company decides to reduce the notice period, the Employee shall be entitled to salary only to the extent
of such reduced notice period.


 


3.2
This Agreement can be terminated by the Company, without any reason, by giving the Employee not less than one month’s prior
notice in writing or salary in lieu thereof. For the purposes of this clause, “salary” indicates basic salary.


 


3.3
The Company reserves the right to terminate the Employee’s employment instantly without any notice period or termination
payment (except, if any such payment is required under applicable law), if it has reasonable ground to believe that the Employee
is guilty of misconduct or negligence, or have committed any material breach of this Agreement including but not limited to breach
in relation to clause 4, clause 5, clause 6, and clause 7 and / or caused any loss to the Company. In addition to the right to
terminate the Employee’s employment, the Company shall also be entitled to injunctive relief against the Employee. The Employee
shall further be liable to the Company for all damages, costs, including court costs and reasonable attorney fees incurred by
the Company in relation to the Employee’s actions as mentioned hereunder.


 


3.4
If the Employee is absent from work without appropriate permission for a period of five consecutive working days, the Employee
shall be deemed to have voluntarily abandoned his/her employment with the Company and to have terminated this Agreement. In such
case of uninformed absence and abandonment of employment, the Company may, at its sole discretion and subject to applicable law,
withhold the issuance of a relieving letter or other benefits, which the Employee may have been entitled to have if the Employee
had served the notice period in accordance with this clause 3.


 


3.5
Effects of Termination


(i)       On
the termination of the Employee’s employment for whatever reason, the Employee shall return to the Company all property;
documents and papers, both original and copies thereof, including any samples, literature, contracts, records, customer lists,
drawings, blueprints, letters, notes, data, computer programs, reports, manuals, correspondence and the like; and Confidential
Information (as defined below), in the Employee’s possession or under the Employee’s control relating to or in connection
with the Employee’s employment with the Company.


  



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(ii)       On
the termination of the Employee’s employment for whatever reason, the Employee authorizes the Company to provide notice
of his/her obligations under this Agreement to any subsequent employer and to any other entity or person to whom the Employee
is engaged by as an employee or otherwise.


 


4.
REPRESENTATION & WARRANTIES


 


4.1
The Employee represents and warrants to the Company that the Employee has the legal right to enter into this Agreement and to
perform all the obligations hereunder in accordance with its terms and that the Employee is not a party to any agreement or understanding,
written or oral, which could prevent the Employee from entering into this Agreement or performing all the Employee’s obligations
hereunder. The Employee agrees to indemnify and hold harmless the Company from and against all claims which may be made or brought
against the Company or which the Company may suffer or incur, directly or indirectly as a result of, or in connection with any
breach of any covenant, or agreement, or any incorrectness, or breach of any representation or warranty by the Employee.


 


4.2
The Employee represents and warrants that the information provided by the Employee, on which the Employee was appointed with the
Company, is correct, true and complete.


 


4.3
Breach of the conditions of this clause 4 will render the Employee liable to summary dismissal in addition to any other remedy
the Company may have against the Employee in law.


 


5.
CONFIDENTIAL INFORMATION


 


5.1
“Confidential Information” means information that is disclosed in any form whatsoever, directly or indirectly, to
the Employee, or to which information the Employee has access to, during the term or in connection with the Employee’s employment
with the Company and includes, without limitation:


 


(a)
Any data, reports, interpretation, forecasts, records or information, in written, oral or any other form and however stated, containing
or otherwise reflecting information concerning the Company, any of its customers, suppliers, distributors, agents, employees or
any third party;


 


(b)
Information not generally known to the public or which would constitute a trade secret under applicable laws and which is used,
developed, owned or obtained by the Company;


 


(c)
Trade secrets, quality standards, inspection standards, inventions, ideas, processes, formulas, systems, tools and techniques,
technical, engineering, scientific or commercial know-how or information;


 


(d)
Hardware and software (whether stored or in process) design details, circuit software, source code, object codes, data, programs,
other works of authorship, know-how, improvements, discoveries, developments, designs and techniques and similar items, whether
or not patentable, patented, copyrightable or copyrighted (in each case regardless of the form in which such information or data
may be embodied or represented);


 


(e)
Information regarding accounting, costs, plans for research, development, new products, marketing and selling, business plans,
budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers, processes and techniques used
commercially or acquired by the Company;


  



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(f)
Information regarding the skills and compensation of other employees of the Company;


 


(g)
All patents, copyrights, trademarks, design rights and other intellectual property rights that, as of the date of this Agreement
or hereafter, belong to or are in the actual or constructive possession of the Company, and


 


(h)
The contents of this Agreement including the compensation and benefits receivable by the Employee hereunder.


 


5.2
At all times during the term of this Agreement and thereafter, the Employee will, unless required in connection with this Agreement
or otherwise expressly authorized in writing by an authorized officer of the Company, hold any Confidential Information in strictest
confidence and will not disclose to anyone (other than employees of the Company, who need to know such information in connection
with their work for the Company, excepting any information regarding the compensation and benefits receivable by the Employee
in accordance with clause 2 of this Agreement), use, utilize or lecture upon or publish any Confidential Information that is made
available to or accessible by the Employee during the course of such Employee’s employment with the Company.


 


5.3
At no time, will the Employee remove any Confidential Information from the office without prior permission.


 


5.4
The Employee’s duty to safeguard and not disclose Confidential Information will survive the expiration or termination of
the Employee’s employment with the Company.


 


5.5
Breach of the conditions of this clause 5 will render the Employee liable to summary dismissal in addition to any other remedy
the Company may have against the Employee in law.


 


5.6
The Employee agrees and acknowledges that any disclosure, misappropriation, conversion or dishonest use of the said Confidential
Information shall, in addition to the remedies mentioned hereto, make the Employee criminally liable for Breach of applicable
laws as amended from time to time.


 


6.
PROPRIETARY RIGHTS ASSIGNMENT


 


6.1
All rights, title and interest in any intellectual property arising out of or in connection with the Employee’s employment,
including without limitation any copyrights, rights to derivative works, trade secrets and any other intellectual property rights
pertaining to the Employee’s employment, created or conceived (including, but not limited to, any tools, designs or methodologies)
in the Company’s premises or using the Company’s property or other proprietary rights therein, shall be the property
of the Company.


 


6.2
The Employee agrees to promptly disclose any such intellectual property arising out of or in connection with the Employee’s
employment to the Company and treat such intellectual property as Confidential Information and as the trade secrets of the Company.


  



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6.3
The Employee will assist the Company to the full extent possible to obtain, and from time to time enforce proprietary rights relating
to inventions made by him/her in any and all countries. The Employee’s obligation to assist the Company with respect to
proprietary rights relating to such inventions in any and all countries shall continue beyond the termination of the employment
of the Employee with the Company.


 


 


6.4
The Employee hereby waives any and all claims, of any nature whatsoever, which the Employee now has or may hereafter have against
the Company or its Employees, officers and agents for infringement of any proprietary rights assigned hereunder to Company by
the Employee. To the maximum extent permitted by applicable law, the Company’s rights herein associated with any such assignment
of proprietary rights shall not lapse for any reason whatsoever (other than as expressly agreed to by the Company), including
but not limited to non-usage and / or non-enforcement of such right within one year of such assignment.


 


7.
RESTRICTIVE COVENANTS


 


7.1
Non-Compete


During
the period of his/her employment with the Company, the Employee shall not, directly or indirectly, without the prior written consent
of the Company (such consent not to be unreasonably withheld or delayed), engage, own an interest in, or be connected with as
an employee, stockholder or partner, in any business or activity which is in competition with any business or activity carried
on by the Company. The Employee shall be considered to be engaging in an activity which is in competition with that of the Company
if he/she serves as a proprietor, partner, officer, director, employee, sales representative, investor (holding more than 5% voting
rights) employee in, any organization or entity that is directly or indirectly engaged in the business or activity similar to
business or activity of the Company.


 


7.2
Non-Solicitation


(a)
The Employee acknowledges and agrees that the Employee’s services to the Company are of a special, unique, extraordinary
and intellectual character, and the Employee’s position with the Company places the Employee in a position of confidence
and trust with the customers, suppliers and employees of the Company.


 


(b)
Accordingly, the Employee agrees that during the term of this Agreement and for three (3) years thereafter, the Employee shall
not, except on behalf of the Company or with the written consent of the Company, directly or indirectly, individually, or on behalf
of any other person, firm, corporation or other entity:


 


		(i)	solicit,
                                         attempt to solicit, aid or induce any (a) client or customer doing business or has traded
                                         or dealt with the Company regardless of the location of such customer with respect to
                                         any technologies, services, products, trade secret or any other matter in which the Company
                                         is actively conducting it’s business as of the date of the termination of this
                                         Agreement or within the one (1) year period prior to such termination, or (b) prospective
                                         client or customer of the Company whom or which is a prospective client of the Company
                                         as of the date of the termination of this Agreement, to seek services then provided by
                                         the Company from another person, firm, corporation or other entity or assist or aid any
                                         other persons or entity in identifying or soliciting any such client or customer or prospective
                                         client or customer or;



 


		(ii)	solicit,
                                         attempt to solicit, employ or hire, or attempt to employ or hire or assist anyone else
                                         to employ or hire, persuade, aid or induce any person who is then or was an employee,
                                         representative, agent, independent contractor or employee of the Company to leave such
                                         employment or retention or to accept employment with or render services to or with any
                                         other person, firm, corporation or other entity unaffiliated with the Company or hire
                                         or retain any such employee, representative or agent, or take any action to materially
                                         assist or aid any other person, firm, corporation or other entity in identifying, hiring
                                         or soliciting any such employee, representative or agent.



 



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7.3
Non-Disparagement


During
the Term of this Agreement and thereafter, the Employee agrees not to disparage, encourage or induce others to disparage the Company
or any of the Company’s past or present employees, directors, members, shareholders, products or services.


 


8.
MISCELLANEOUS


 


8.1
Acknowledgement


(a)
The Employee acknowledges that the covenants set forth in this Agreement restricting competition, disclosure; solicitation/interference
and disparagement are reasonable, appropriate, and necessary in view of the nature of the relationship between the Employee and
the Company.


 


(b)
The Employee specifically acknowledges that damages for any breach of clauses 4, 5, 6, and 7 of this Agreement may be difficult
to determine and inadequate to remedy the harm that may be caused and, therefore, consents that such clauses may be enforced by
temporary or permanent injunction. Such injunctive relief shall be in addition to and not in place of any other remedies available
at law or equity, including damages...


 


8.2
Survival of Provisions


The
obligations contained in Clause 5 (confidential information), clause 6 (proprietary rights assignment), clause 7.1 (non-compete),
clause 7.2 (non-solicitation), clause 7.3 (non-disparagement), clause 8.1 (acknowledgement and injunctive relief), and clause
8.5 (governing law and arbitration) shall survive the termination or expiration of this Agreement and shall be fully enforceable
thereafter.


 


8.3
Notice


All
notices and communications required or permitted under this Agreement shall be in writing and any communication or delivery shall
be deemed to have been duly made if actually delivered, or after 15 days immediately following the day of mailing, if mailed by
registered post. Notices may be given by the Employee to the Company at its registered office address. Notices may be given by
the Company to the Employee at the address intimated by the Employee and recorded in the office records.


 


8.4
Severability


The
provisions of this Agreement shall be deemed severable, and the unenforceability of any one or more of its provisions shall not
affect the enforceability of any of the other provisions. If for any reason, any part of this Agreement is held invalid by a court
of law or any other dispute resolution mechanism, the Parties shall substitute an enforceable provision that, to the maximum extent
possible in accordance with applicable law, preserves the original objectives and economic positions of the Parties.


 


8.5
Governing Law and Arbitration


(a)
Disputes. Except as provided in Section (d) (Equitable Relief), Company and Employee agree that any dispute or controversy arising
out of, relating to or in connection with the interpretation, validity, construction, performance, breach or termination of (i)
this Agreement, or (ii) Employee’s employment with the Company shall be finally settled under the Rules of Arbitration of
the International Chamber of Commerce (“Rules”) by one or more arbitrators appointed in accordance with the said Rules.
The place of arbitration shall be in Hong Kong at Hong Kong International Arbitration Center. The arbitrator may grant injunctions
or other relief in such dispute or controversy. The decision of the arbitrator(s) will be final, conclusive and binding on the
parties to the arbitration. Judgment may be entered on the arbitrator’s decision in any court of competent jurisdiction.


  



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(b)
Governing Law. The arbitrator(s) must apply Hong Kong law to the merits of any dispute or claim, without reference to conflicts
of law rules. Employee hereby consents to the personal jurisdiction of the courts located in Hong Kong for any action or proceeding
arising from or relating to this Agreement or relating to any arbitration in which the parties are participants.


 


(c)
Costs. Company and Employee shall each pay one-half of the costs and expenses of such arbitration, and each shall separately pay
its counsel fees and expenses unless otherwise required by law.


 


(d)
Equitable Relief. The parties may apply to any court of competent jurisdiction for a temporary restraining order, preliminary
injunction, or other interim or conservatory relief, as necessary, without breach of this arbitration agreement and without abridgement
of the powers of the arbitrator.


 


(e)
Acknowledgement. EMPLOYEE HAS READ AND UNDERSTANDS THIS SECTION 8.5. EMPLOYEE UNDERSTANDS THAT BY SIGNING THIS AGREEMENT, EMPLOYEE
WILL BE OBLIGATED TO SUBMIT ANY CLAIMS ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH THIS AGREEMENT, OR THE INTERPRETATION,
VALIDITY, CONSTRUCTION, PERFORMANCE, BREACH OR TERMINATION THEREOF, TO BINDING ARBITRATION, EXCEPT AS PROVIDED IN SECTION (d),
AND THAT THIS ARBITRATION CLAUSE CONSTITUTES A WAIVER OF EMPLOYEE’S RIGHT TO A JURY TRIAL AND RELATES TO THE RESOLUTION
OF ALL DISPUTES RELATING TO ALL ASPECTS OF THE RELATIONSHIP BETWEEN THE PARTIES.


 


(f)
Indemnity. Employee shall indemnify and hold harmless Company from any losses, liabilities, damages, claims, payments, liens,
judgments, demands, costs and expenses (including reasonable attorney’s fees) arising out of any act or omission of Employee,
or Employee’s performance or breach of this Agreement.


 


8.6
Entire Agreement


This
Agreement contains the entire understanding and agreement between the Employee and the Company relating to the subject matter
hereof and all prior oral and written agreements, including the offer letter if any are extinguished, and neither this Agreement
nor any provision hereof may be waived, modified, amended, changed, discharged or terminated, except by an agreement in writing
signed by the Party against whom enforcement of any such waiver, modification, change, amendment, discharge or termination is
sought. The Employee acknowledges that the Employee has understood this Agreement and has entered into and signed this Agreement
knowingly, voluntarily and after consultation with advisors and attorneys as he deemed to be appropriate.


  



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IN
WITNESS WHEREOF, the parties have executed this Agreement to indicate their acceptance of its terms effective as of the day and
year first written above.


  


	Sincerely,	 
	 	 
	China Teletech Holding Inc.	 
	By:	/s/ Lei Chen	 
	Name: 	Lei Chen	 
	Title:	Chairman of the Board of Directors	 




  


I
hereby acknowledge that I have had a full and

adequate opportunity to read, understand and

discuss the terms and conditions contained in

this Agreement prior to signing hereunder.


  


	Signature of the Employee:	/s/ Rongdong He	 
	Name:	Rongdong He	 




 




 


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