Exhibit 10.3  


 


EMPLOYMENT AGREEMENT


 





 This Employment Agreement (the “Agreement”)
is made and entered into as of August 1st, 2016 (the “Effective Date”), by and among Traqer Corp.,
a Nevada corporation (the “Company”), and Shlomit Chaya Frommer, an individual (the “Employee” and,
together with the Company, the “Parties” and each, a “Party”).


 


WITNESSETH:


 


WHEREAS, prior
to the date of this Agreement, the Employee was employed by the Company as Chief Financial Officer; and  


 


WHEREAS, the Company desires to continue to employ the
Employee as Chief Financial Officer for the Company, and the Employee desires to perform such services, on the terms
and conditions set forth in this Agreement.   


 


NOW, THEREFORE, in consideration of the premises and
the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Parties agree as follows:


 


		1.	Employment



 


The Company agrees to employ the Employee as
Chief Financial Officer, and the Employee agrees to serve the Company in such capacity upon the terms and conditions
hereinafter set forth. 


  


		2.	TERM



 


The term for this Agreement
shall be one year, beginning on the Effective Date (the “Term”), unless sooner terminated in accordance with
the provisions of this Agreement.


 


		3.	COMPENSATION



 


Fees for Services.  In consideration
of the services rendered by Employee (the “Services”) and Employee’s other obligations under this Agreement,
the starting monthly base compensation (the “Base Salary”) for this position will be $1666.67, totaling $20,000 annually.


 






     


     


    

 


		4.	DUTIES 



 


The Employee is hereby employed as Chief
Financial Officer and shall perform the following services in connection with the general business of the Company:


 


(a)Duties as Chief Financial Officer.
 Employee shall have such duties, responsibilities and authority as are commensurate and consistent with the position of
Chief Financial Officer of a company.  During the Term, Employee shall devote her time and efforts to the performance of her duties
hereunder.   Employee represents and warrants that he is free to enter into and fully perform this Agreement and the
agreements referred to herein without breach of any agreements or contract to which he is a party or by which he is bound.
 


 


(b)Compliance.  The Employee
hereby agrees to observe and comply with such reasonable rules and regulations of the Company as may be duly adopted from time
to time by the Company.


 


		5.	EXTENT OF SERVICES 



 


The Employee agrees to serve the Company
faithfully and to the best of her ability and shall devote her time, attention and energies to the business of the Company.
The Employee agrees to carry out her duties in a competent and professional manner and to at all times promote the
best interests of the Company.  Nothing contained herein shall be construed as preventing the Employee from (1) engaging
in personal business affairs and other personal matters, (2) serving on civic or charitable boards or committees, or (3) serving
on the board of directors of companies that do not compete directly or indirectly with the Company, provided however, that
none of such activities materially interferes with the performance of her duties under this Agreement and provided further that
the Board of Directors approves of each such proposed appointment which approval shall not be unreasonably withheld.


  


		6.	BENEFITS AND EXPENSES 



 


During the Term, Employee shall
be entitled to, and the Company shall provide, the following benefits in addition to the compensation specified in Section
3:


 


(a) Expense Reimbursement.  The
Company shall reimburse the Employee upon submission of vouchers or receipts for her out-of-pocket expenses for travel, entertainment,
meals and the like reasonably incurred by her pursuant to her employment hereunder.


  






     


     


    

 


		7.	TERMINATION; RESIGNATION



 


The Company shall have the right to terminate
the Employee's employment hereunder for “Cause” and upon such termination, Executive shall have no further duties or
obligations under this Agreement (except as provided in Section 8) and the obligations of the Company to Executive shall be as
set forth below.  For purposes of this Agreement, “Cause” shall mean:


  


(a) Executive’s indictment or conviction
of a felony or any crime involving moral turpitude under federal, state or local law;


 


(b)Executive’s failure to perform
(other than as a result of Executive being Disabled), in any material respect, any of her duties or obligations under
or in accordance with this Agreement for any reason whatsoever and the Executive fails to cure such failure within ten business
days following receipt of notice from the Company;


 


(c)Executive commits any dishonest,
malicious or grossly negligent act which is materially detrimental to the business or reputation of the Company, or the Company’s
business relationships, provided, however, that in such event the Company shall give the Executive written notice specifying in
reasonable detail the reason for the termination;


  


(d)Any intentional misapplication by
Executive of the Company’s funds or other material assets, or any other act of dishonesty injurious to Employer committed
by Executive; or


  


(e)Executive’s use or possession
of any controlled substance or chronic abuse of alcoholic beverages, which use or possession the Board of Directors reasonably
determines renders Executive unfit to serve in her capacity as a senior executive of the Company.


  


Upon termination of Employee’s employment for any reason,
including Employee’s resignation, Employee shall have no further duties or obligations under this Agreement (except
as provided in Section 8) and the Employee shall be entitled to receive through the date of termination: (a) her base
salary as defined in Section 3(a) hereof; and (b) the benefits provided in Section 6 hereof including all accrued but
unpaid vacation.


 






     


     


    

  


		8.	CONFIDENTIALITY; RESTRICTIVE COVENANTS; NON COMPETITION 



 


(a)         Non-Disclosure
of Information. 


  


(1)       The
Employee recognizes and acknowledges that by virtue of her position, he will have access to the lists of the Company's
referral sources, suppliers, advertisers and customers, financial records and business procedures, sales force and personnel, programs,
software, selling practices, plans, special methods and processes for electronic data processing, special techniques for testing
commercial and sales materials and products, custom research services in product development, marketing strategy, product manufacturing
techniques and formulas, and other unique business information and records (collectively “Proprietary Information”),
as same may exist from time to time, and that they are valuable, special and unique assets of the Company's business. The Employee also
may develop on behalf of the Company a personal acquaintance with the present and potential future clients and customers of the
Company, and the Employee’s acquaintance may constitute the Company’s sole contact with such clients and customers.


 


(2)         The
Employee will not, without the prior written consent of the Company, during the Term of her employment or any time thereafter, except
as may be required by competent legal authority, or as required by the Company to be disclosed in the course of performing
Employee’s duties under this Agreement, disclose trade secrets or other confidential information about the Company,
including but not limited to Proprietary Information, to any person, firm, corporation, association or other entity for any reason
or any purpose whatsoever or utilize such Proprietary Information for her own benefit or the benefit of any third party;
provided, however, that nothing contained herein shall prohibit the Employee from using her personal acquaintance with any
clients or customers of the Company at any time in a manner that is not inconsistent with their remaining as clients or customers
of the Company.


  


(3)         All
equipment, records, files, memoranda, computer print-outs and data, reports, correspondence and the like, relating to the business
of the Company which Employee shall use or prepare or come into contact with shall remain the sole property of the Company.
 The Employee shall immediately turn over to the Company all such material in Employee's possession, custody or control
at such time as this Agreement is terminated.  


  


(4)         “Proprietary
Information” shall not include information that (i) was a matter of public knowledge on the date of this Agreement, (ii)
was known to the Employee prior to the date hereof, as can be shown by the written records of Employee, (iii) was made known
to the Employee outside of the context of her employment hereunder, as can be shown by the written records of the Employee, except
to the extent such disclosure was made in violation of an agreement to keep such information confidential, or (iv) subsequently
becomes public knowledge other than as a result of having been revealed, disclosed or disseminated by Employee, directly or indirectly,
in violation of this Agreement.


 


   



     


     


    




 


(b)         Enforcement.
 In view of the foregoing, the Employee acknowledges and agrees that it is reasonable and necessary for the protection of
the good will, business, trade secrets, confidential information and Proprietary Information of the Company that he makes the covenants
in this Section 8 and that the Company will suffer irreparable injury if the Employee engages in the conduct prohibited by Section
8 (a), (b) or (c) of this Agreement. The Employee agrees that upon a breach, threatened breach or violation of any of the foregoing
provisions of this Section 8, the Company, in addition to all other remedies it may have including an action at law for damages,
shall be entitled as a matter of right to injunctive relief, specific performance or any other form of equitable relief in any
court of competent jurisdiction without being required to post bond or other security and without having to prove the inadequacy
of the available remedies at law, to enjoin and restrain the Employee and each and every other person, partnership, association,
corporation or organization acting in concert with the Employee, from the continuance of any action constituting such breach. The
Company shall also be entitled to recover from the Employee all of its reasonable costs incurred in the enforcement of this Section
8 including its reasonable legal fees. The Employee acknowledges that the terms of Section 8(a), (b) and (c) are reasonable and
enforceable and that, should there be a violation or attempted or threatened violation by the Employee of any of the provisions
contained in these subsections, the Company shall be entitled to relief by way of injunction, specific performance or other form
of equitable relief.  In the event that any of the foregoing covenants in Sections 8 (a), (b) or (c) shall be deemed by any
court of competent jurisdiction, in any proceedings in which the Company shall be a party, to be unenforceable because of its duration,
scope, or area, it shall be deemed to be and shall be amended to conform to the scope, period of time and geographical area which
would permit it to be enforced.


  


(c)       Independent
Covenants.   The Company and the Employee agree that the covenants contained in this Section 8 shall each be construed
as a separate agreement independent of any of the other terms and conditions of this Agreement, and the existence of any claim
by the Employee against the Company, whether predicated on this Agreement or otherwise, shall not constitute a defense by the Employee
to the Company’s enforcement of any of the covenants of this Section 8.


 






     


     


    

 


		9.	DISCLOSURE AND ASSIGNMENT OF RIGHTS



 


(a)       Disclosure.
 The Employee agrees that he will promptly assign to the Company or its nominee(s) all right, title and interest of the Employee
in and to any and all ideas, inventions, discoveries, secret processes, and methods and improvements, together with any and all
patents or other forms of intellectual property protection that may be obtainable in connection therewith or that may be issued
thereon, such as trademarks, service marks and copyrights, in the United States and in all foreign countries, which the Employee
may invent, develop, or improve or cause to be invented developed or improved, on behalf of the Company while engaged in Company
related decisions, during the Term or within six (6) months after the Term or earlier termination of this Agreement, which are
or were related to the scope of the Company’s business or any work carried on by the Company or to any problems and projects
specifically assigned to the Employee. All works and writings which relate to the Company’s business are works for hire under
the Copyright Act, and any and all copyrights therefor shall be placed in the name of and inure to the benefit of the Company.


  


(b)       Assignment
of Interest.  The Employee agrees to disclose immediately to duly authorized representatives of the Company any ideas, inventions,
discoveries, processes, methods and improvements covered by the terms of this Section 9 and to execute, at the Company’s
expense, all documents reasonably required in connection with the Company’s application for appropriate protection and registration
under the federal and foreign patent, trademark, and copyright law and the assignment thereof to the Company’s nominee (s).
The Employee hereby appoints the Company’s Chairman as true and lawful attorney in fact with full powers of substitution
and delegation to execute acknowledge and deliver any such instruments and assignments, which the Employee shall fail or refuse
to execute or deliver.


  


		10.	NOTICES 



 


a)         Any
and all notices or other communications given under this Agreement shall be in writing and shall be deemed to have been duly given
on (1) the date of delivery, if delivered in person to the addressee, (2) the next business day if sent by overnight courier, or
(3) three (3) days after mailing, if mailed within the continental United States, postage prepaid, by certified or registered mail,
return receipt requested, to the party entitled to receive same, at her or its address set forth below.


 


If to the Company:


 


Traqer
Corp.

910 Sylvan Avenue

Suite 150

Englewood Cliffs, NJ 07632


  


If to the Employee: 


 


Shlomit
Frommer

119 North Livingston Avenue

Livingston NJ 07039


 


 






     


     


    

 


(b)         The
parties may designate by notice to each other any new address for the purposes of this Agreement as provided in this Section 10.


 


		11.	MISCELLANEOUS PROVISIONS 



 


(a)         This
agreement represents the entire Agreement between the parties and supersedes any prior agreement or understanding between them
with respect to the subject matter hereof.  No provision hereof may be amended, modified, terminated, or revoked except by
a writing signed by all parties hereto.


  


(b)         This
Agreement shall be binding upon the parties and their respective heirs, legal representatives, and successors.  Subject to
the provisions of Section 7(d) hereof, the rights and interests of Company hereunder may be assigned to (1) a subsidiary or
affiliate of the Company or (2) a successor business or successor business entity that is not a subsidiary or affiliate of the
Company without the Employee's prior written consent; provided, however, that in either case the assignee continues the same business
of the Company. The rights, interests and obligations of Employee are non-assignable.


  


(c)         No
waiver of any breach or default hereunder shall be considered valid unless in writing and signed by the party against whom the
waiver is asserted, and no such waiver shall be deemed the waiver of any subsequent breach or default of the same or similar nature.


  


(d)         If
any provision of this Agreement shall be held invalid or unenforceable, such invalidity or unenforceability shall affect only such
provision and shall not in any manner affect or render invalid or unenforceable any other severable provision of this Agreement,
and this Agreement shall be carried out as if any such invalid or unenforceable provision were not contained herein.


 


(e)         The
captions and headings contained in this Agreement are for convenience only and shall not be construed as a part of this Agreement.


  






     


     


    

 


(f)         Wherever
it appears appropriate from the context, each term stated in this the singular or the plural shall include the singular and the
plural.


  


(g)         The
parties hereto agree that they will take such action and execute and deliver such documents as may be reasonably necessary to fulfill
the terms of this Agreement.


  


(h)         The
agreement and covenants set forth in Section 8 above shall survive termination or expiration of this Agreement.


  


(i)         The
Employee represents and warrants that he is not subject to any prohibition or restriction, oral or written, preventing him from
entering into this Agreement and undertaking her duties hereunder.


  


(j)         The
Employee acknowledges that he has consulted with counsel and been advised of his rights in connection with the negotiation,
execution and delivery of this Agreement including in particular Section 8 of this Agreement.


  


12.   Governing Law.  The Agreement
shall be construed in accordance with the laws of the State of Nevada and any dispute under this Agreement will only be brought
in the state and federal courts located in the State of Nevada.


  


13.   Waiver of Jury Trial. THE EMPLOYEE HEREBY KNOWINGLY,
VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES ALL RIGHT TO A  TRIAL BY JURY WITH RESPECT TO ANY LITIGATION BASED ON THIS
AGREEMENT, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH, THIS AGREEMENT, OR ANY
COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR  WRITTEN) OR ACTIONS OF OR BETWEEN ANY PARTY HERETO.
THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE COMPANY ENTERING INTO THIS AGREEMENT. THE COMPANY’S REASONABLE RELIANCE UPON
SUCH INDUCEMENT IS HEREBY ACKNOWLEDGED.


 


 






     


     


    

 


IN WITNESS WHEREOF, the parties hereto have executed this Employment
Agreement on the date first above written.


  


	 	      	TRAQER CORP.
	 	 	 
	 	By: 	  
	 	 	Bess Audrey Lipschutz 
	 	 	Title: Chief Executive Officer, Director 


    


 


	 	 	EMPLOYEE
	 	 	 
	 	By: 	
	 	 	Shlomit Chaya Frommer, an individual