{"id":39484,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-purchase-pro-inc-and-jeff-neppl.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-purchase-pro-inc-and-jeff-neppl","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-purchase-pro-inc-and-jeff-neppl.html","title":{"rendered":"Employment Agreement &#8211; Purchase Pro Inc. and Jeff Neppl"},"content":{"rendered":"<pre>                               EMPLOYMENT AGREEMENT\n                                        \n     THIS EMPLOYMENT AGREEMENT ('Agreement') is made and entered into as of this\ntenth day of March, 1999, by and between PURCHASE PRO, INC., a Nevada\ncorporation ('Corporation'), and JEFF NEPPL ('Executive').\n\n     WHEREAS, the Corporation and the Executive desire that the term of this\nAgreement begin on April 1, 1999 ('Effective Date'); and\n\n     WHEREAS, the Corporation desires to employ the Executive as its Executive\nVice President of Sales and Executive is willing to accept such employment by\nthe Corporation on the terms and subject to the conditions set forth in this\nAgreement;\n\n     NOW, THEREFORE, for and in consideration of the mutual promises and\ncovenants set forth herein, Corporation and Executive (the 'Parties') do hereby\nagree as follows:\n\n\n1.  DEFINITIONS\n    -----------\n \n        1.1 Definitions. For the purposes of this Agreement the following terms\n            -----------                                       \nshall have the following meanings:\n\n        1.1.1 'Change in Control' shall mean the occurrence of a merger,\nconsolidation, or share exchange entered into by the Corporation in which the\nCorporation is not the surviving entity (other than a merger the sole purpose of\nwhich is to amend the state in which the Corporation is incorporated) or sale of\nall or substantially all of the assets of the Corporation (each event a 'Change\nin Control').\n\n        1.1.2 'Termination For Cause' shall mean termination by the Corporation\nof the Executive's employment by reason of (i) the Executive's willful\ndishonesty towards, fraud upon, or deliberate or attempted injury to the\nCorporation, (ii) the Executive's willful material breach of this Agreement,\ncontinuing after written notice and ten (10) days to cure, or (iii) Executive's\ncontinued and material neglect of duties to the Corporation, continuing after\nwritten notice and thirty (30) days to cure.\n\n        1.1.3  'Termination Other Than For Cause' shall mean:\n\n        (a) termination by the Corporation of the Executive's employment by the\nCorporation other than in a Termination for Cause or a termination arising from\nthe Employee's death or disability; or\n\n        (b) constructive termination of the Executive's employment by reason\nof: (I) material breach of this Agreement by the Corporation continuing after\nwritten notice and ten (10) days to cure, (II) changes by the Corporation in the\nExecutive's title, working conditions or duties such that the Executive's powers\nare diminished, reduced or otherwise changed to include powers, duties or\nworking conditions which are not generally consistent with the title of\nExecutive Vice President of Sales continuing after written notice and ten (10)\ndays to cure, or (III) changes by the Corporation in the Executive's reporting\nrelationship such that the \n\n                                      -1-\n\n \nExecutive reports to an officer or employee other than the Corporation's\npresident or chief executive officer, continuing after written notice and ten\n(10) days to cure; provided that in each case such constructive termination\nshall be effective upon the expiration of the ten (10) day period commencing\nwith the notice from the Executive to the Corporation of such constructive\ntermination.\n\n        1.1.4 'Voluntary Termination' shall mean termination by the Executive of\nthe Executive's employment by the Corporation other than in a (i) constructive\ntermination as described in Section 1.1.3(b) or (ii) termination by reason of\nthe Executive's death or disability.\n\n2.  DUTIES\n    ------\n\n        During the term of this Agreement (the 'Term'), the Executive agrees to\nbe employed by and to serve the Corporation as its Executive Vice President of\nSales, and the Corporation agrees to employ and retain the Executive in such a\ncapacity. In such capacity, the Executive shall render such managerial,\nadministrative and other services as are customarily associated with or incident\nto such position and shall perform such other duties and responsibilities for\nthe Corporation as the Corporation may reasonably require, consistent with such\nposition. The Executive shall devote all of his business time, energy, and skill\nto the affairs of the Corporation. The Executive shall report to the\nCorporation's president or chief executive officer.\n\n\n3.  TERM AND TERMINATION\n    --------------------\n\n     3.1 Initial Term. The Term shall be for a period of three (3) years\n         ------------                                                    \nbeginning with the Effective Date, unless terminated earlier pursuant to this\nAgreement. At any time prior to the expiration hereof, the Corporation and the\nExecutive may by mutual written agreement extend the Executive's employment\nunder the terms of this Agreement for such additional periods as they may agree.\nExecutive may terminate his employment hereunder and this Agreement at any time\nupon sixty (60) days' written notice to the Corporation. It is understood that\nthe Executive shall devote all of his business time, energy, and skill to the\naffairs of the Corporation during such notice period.\n\n        3.2 Termination For Cause. Termination For Cause may be effected by the\n            ---------------------                                               \nCorporation by written notice to the Executive. Upon Termination For Cause, the\nExecutive shall promptly be paid all accrued salary, bonus compensation to the\nextent earned, commissions, vested stock options, any benefits under any plans\nof the Corporation in which the Executive is a participant to the full extent of\nthe Executive's rights under such plans, and any appropriate business expenses\nincurred by the Executive in connection with his duties hereunder, all to the\ndate of termination, but the Executive shall not be paid any other compensation\nor reimbursement of any kind, including without limitation, severance\ncompensation. Resignation without sixty (60) days' notice shall be treated as\nTermination for Cause. It is understood that the Executive shall devote a\nsubstantial portion of his business time, energy, and skill to the affairs of\nthe Corporation during such notice period.\n\n        3.3 Termination Other Than For Cause. Termination Other Than For Cause\n            --------------------------------\nmay be effected by the Corporation by written notice to the Executive. Upon\nTermination Other Than For Cause, the Executive shall promptly be paid all\naccrued salary, bonus compensation to the \n\n                                      -2-\n\n \nextent earned, commissions, vested stock options, any benefits under any plans\nof the Corporation in which the Executive is a participant to the full extent of\nthe Executive's rights under such plans, and any appropriate business expenses\nincurred by the Executive in connection with his duties hereunder, all to the\ndate of termination. In addition, the Executive shall be paid severance pay\nequal to the sum of: (i) one (1) times the Executive's total compensation from\nthe Company during the twelve (12) months preceding the termination (or, if\nExecutive has worked for the Corporation for less than twelve (12) months, the\nannualized amount of the total compensation paid to Executive during his\nemployment with the Corporation), and (ii) one times the Executive's base annual\nsalary in effect at the time of such termination. Such severance pay shall be\npaid over the twelve (12) months following the Executive's termination of\nemployment, less required withholding, in accordance with the Corporation's\nusual payroll practices. The Executive shall not be paid any other compensation\nor reimbursement of any kind. No severance payments shall be made unless and\nuntil Executive executes a release of past, present and future claims against\nthe Corporation, its officers, directors, employees and agents in a form\nacceptable to the Corporation.\n\n        3.4 Termination by Reason of Disability. If the Executive, in the\n            -----------------------------------                           \nreasonable judgment of the Corporation's board of directors, has failed to\nperform his duties under this Agreement on account of illness or physical or\nmental incapacity, and such illness or incapacity continues, or is reasonably\ncertain to continue, for a period of more than ninety (90) consecutive days (a\n'Disability'), the Corporation shall have the right to terminate the Executive's\nemployment hereunder by written notice to the Executive and payment to the\nExecutive of all accrued salary, bonus compensation to the extent earned,\ncommissions and vested stock options, any benefits under any plans of the\nCorporation in which the Executive is a participant to the full extent of the\nExecutive's rights under such plans, accrued vacation pay and any appropriate\nbusiness expenses incurred by the Executive in connection with his duties\nhereunder, all to the date of termination, with the exception of medical and\ndental benefits, which shall continue in accordance with the requirements of\nCOBRA or other comparable laws governing health care continuation coverage, but\nthe Executive shall not be paid any other compensation or reimbursement of any\nkind, including without limitation, severance compensation.\n\n        3.5 Death. In the event of the Executive's death, the Executive's\n            -----                                                        \nemployment shall be deemed to have terminated as of the last day of the calendar\nmonth during which his death occurs, and the Corporation shall promptly pay to\nhis estate all accrued salary, bonus compensation to the extent earned,\ncommissions and vested stock options, any benefits under any plans of the\nCorporation in which the Executive is a participant to the full extent of the\nExecutive's rights under such plans, accrued vacation pay and any appropriate\nbusiness expenses incurred by the Executive in connection with his duties\nhereunder, all to the date of termination, but the Executive's estate shall not\nbe paid any other compensation or reimbursement of any kind, including without\nlimitation, severance compensation.\n\n        3.6 Voluntary Termination. In the event of a Voluntary Termination, the\n            ---------------------                                               \nCorporation shall promptly pay to the Executive all accrued salary, bonus\ncompensation to the extent earned, commissions and vested stock options, any\nbenefits under any plans of the Corporation in which the Executive is a\nparticipant to the full extent of the Executive's rights under such plans,\naccrued vacation pay and any appropriate business expenses incurred by the\nExecutive in \n\n                                      -3-\n\n \nconnection with his duties hereunder, all to the date of termination, but no\nother compensation or reimbursement of any kind, including without limitation,\nseverance compensation.\n\n        3.7 Termination Other Than For Cause Following a Change in Control. In\n            --------------------------------------------------------------\nthe event of a Termination Other Than For Cause that occurs within two (2) years\nfollowing a Change in Control, the Executive shall immediately be paid all\naccrued salary, bonus compensation to the extent earned, commissions and vested\nstock options, any benefits under any plans of the Corporation in which the\nExecutive is a participant to the full extent of the Executive's rights under\nsuch plans (including accelerated vesting of awards granted to the Executive\nunder the Corporation's Stock Option Plan), accrued vacation pay and any\nappropriate business expenses incurred by the Executive in connection with his\nduties hereunder, all to the date of termination. In addition, the Executive\nshall receive within ninety (90) days after termination a lump sum payment equal\nto equal to the sum of: (i) one (1) times the Executive's total compensation\n(which for all purposes hereunder shall include salary and commission) from the\nCompany over the twelve (12) months preceding the termination (or, if Executive\nhas worked for the Corporation for less than twelve (12) months, the annualized\namount of the total compensation paid to Executive during his employment with\nthe Corporation), and (ii) one times the Executive's base annual salary in\neffect at the time of such termination. In addition, the Executive shall\ncontinue to enjoy benefits under any plans of the Corporation in which the\nExecutive was a participant to the full extent of the Executive's rights under\nsuch plans during his employment, including any perquisites provided under this\nAgreement, for one (1) year after termination; provided, however, that the\nbenefits under any such plans of the Corporation in which the Executive is a\nparticipant, including any such perquisites, shall cease upon re-employment by a\nnew employer; provided further, that no benefits shall be provided to the extent\nsuch benefits cannot be obtained under the applicable insurance policy or\nbenefit program covering active employees. Finally, the Executive's stock option\ngranted pursuant to Section 4.3.2 and 4.3.4 shall vest in full. The Executive\nshall not be paid any other compensation or reimbursement of any kind. Severance\nshall not be paid, benefits shall not continue, and stock options shall not vest\nas provided in this Section 3.7 unless and until Executive executes a release of\npast, present and future claims against the Corporation, its officers,\ndirectors, employees and agents in a form acceptable to the Corporation.\n\n        3.8 Notice of Termination. The Corporation may effect a termination of\n            ---------------------\nExecutive's employment pursuant to the applicable provisions of this Section 3\nupon giving sixty (60) days' written notice to the Executive of such\ntermination. The Executive may effect a termination of his employment under this\nAgreement pursuant to the applicable provisions of this Section 3 upon giving\nsixty (60) days' written notice to the Corporation of such termination.\n\n4.  TOTAL COMPENSATION\n    ------------------\n\n        4.1 Base Salary. As payment for the services to be rendered by the\n            -----------\nExecutive, the Corporation shall pay to the Executive a 'Base Salary' beginning\non the Effective Date at the rate of $135,000.00 per annum, payable in\naccordance with the Corporation's standard payroll practices. Base Salary shall\nincrease to $175,000 per annum 90 days after the effective start date. The Base\nSalary shall be reviewed annually by the Compensation Committee of the\nCorporation's board of directors which, beginning on the effective date in the\nyear 2000, may increase (but not decrease) the Base Salary at their sole\ndiscretion.\n\n                                      -4-\n\n \n        4.2 Additional Benefits. During the term of this Agreement, the\n            -------------------         \nExecutive shall be entitled to the following fringe benefits:\n\n        4.2.1 Executive Benefits. The Executive shall be eligible to participate\n              ------------------\nin such of the Corporation's benefits and deferred compensation plans as are now\ngenerally available or later made generally available to executive officers of\nthe Corporation, including, without limitation, the Corporation's Stock Option\nPlan, profit sharing plans, annual physical examinations, dental and medical\nplans, personal catastrophe and disability insurance, financial planning,\nretirement plans and supplementary executive retirement plans, if any. For\npurposes of establishing the length of service under any benefit plans or\nprograms of the Corporation, the Executive's employment with the Corporation\nwill be deemed to have commenced on the Effective Date.\n\n        4.2.2 Vacation. The Executive shall be entitled to four (4) weeks of\n              --------\npaid vacation during each year during the Term to be taken at the convenience of\nthe corporation.\n\n        4.2.3 Automobile Allowance. For the Term, the Corporation shall provide\n              --------------------\nthe Executive with an automobile allowance of $750.00 per month.\n\n        4.2.4 Reimbursement for Expenses. The Corporation shall reimburse the\n              --------------------------\nExecutive for reasonable and properly documented out-of-pocket business expenses\nincurred by the Executive in connection with his duties under this Agreement.\n \n        4.3 Stock Options. The Corporation shall provide the Executive with the\n            -------------\nfollowing options (collectively, 'Stock Options') to acquire shares of the\nCorporation's Class A Common Stock ('Shares'):\n\n        4.3.1 On the Effective Date, Stock Options to purchase 25,000 Shares at\na price of $3.50 per Share, exercisable (as subject to SEC rules and\nrestrictions imposed upon the officers and major shareholders of the\nCorporation) at any time during the ten (10) year period commencing on the\nEffective Date. All 25,000 Shares will vest upon start date; and\n\n        4.3.2 On the Effective Date, Stock Options to purchase 75,870 Shares at\na price of $3.50 per Share, exercisable (as subject to SEC rules and\nrestrictions imposed upon the officers and major shareholders of the\nCorporation) at any time during the ten (10) year period commencing on vesting\nof such Stock Options, as follows: (i) Stock Options on 37,935 Shares shall vest\none (1) year after the Effective Date, and (ii) Stock Options on 37,935 shall\nvest two (2) years after the Effective Date. No vesting shall occur under this\nSection 4.3.2 on or after the termination of Executive's employment; provided\nthat the Stock Options granted pursuant to this Section 4.3.2 shall vest in full\nin the event of a Termination Other Than For Cause that occurs within two (2)\nyears following a Change in Control, as provided in Section 3.7, or upon a\ntermination of Employee's employment with the Corporation due to Employee's\ndeath or Disability; and\n\n        4.3.3 On the Effective Date, Stock Options to purchase 65,000 Shares at\na price of $3.50 per Share, which shall vest at the end of each of the\nCorporation's fiscal years (excluding fiscal year 2001 and subsequent fiscal\nyears) as to a number of Shares equal to (i) thirty (30), multiplied by (ii) an\namount (not less than zero) equal to Gross Revenue from contracted subscription\nsales attributed to the Executive as defined in Exhibit A, divided by $870.00.\n\n                                      -5-\n\n \n        4.3.4 On the Effective Date, Stock Options to purchase 65,000 shares at\na price of $3.50 per share, under the following schedule and exercisable during\nsuch periods of time and satisfaction of such achievements by the Executive and\nCorporation's chief executive officer and chief operating officer may reasonably\nand mutually determine: 19,500 shares on December 31, 1999, 19,500 shares on\nDecember 31, 2000, and 26,000 shares on December 31, 2001. The number of Shares\nand price per Shares in every Stock Option issued or to be issued hereunder\nshall automatically be adjusted for all stock splits, split-ups, stock\ndividends, reorganizations, and similar transaction of the Corporation.\n\n        4.3.5 Payment Obligations. The Corporation's obligation to pay the\n              -------------------                                          \nExecutive the compensation and to make the arrangements provided herein shall be\nunconditional, and the Executive shall have no obligation whatsoever to mitigate\ndamages hereunder.\n\n5.  CONFIDENTIALITY\/COMPETITION.\n    ---------------------------\n\n        5.1 Confidentiality. The Executive agrees to execute and abide by the\n            ---------------                                                   \nCorporation's standard form of Confidentiality and Assignment Agreement in the\nform attached as Exhibit B, which includes a nonsolicitation provision hereby\nincorporated by reference.\n\n        5.2 Noncompetition. Executive shall not, during the term of this\nAgreement and for one year thereafter, do any of the following:\n\n        (a) Accept employment with, or be engaged as a consultant by (whether\nwith or without compensation and whether on a part-time or full-time basis), or\nserve as an officer, director or partner of, or own more than one percent (1%)\nof the outstanding stock or other equity securities of, any corporation,\npartnership, limited liability company or other entity (collectively 'another\ncompany') that directly or through a subsidiary or joint venture competes at\nsuch time directly or indirectly with the Corporation (a 'Competitor').\n\n        (b) Divert or attempt to divert, directly or indirectly, any business of\nthe Corporation;\n\n        (c) Serve as a director, officer or employee of any company or other\nentity that hires an employee of the Corporation or any person who was so\nemployed by the Corporation within three (3) months of being hired by such\ncompany or other entity;\n\n        (d) Materially breach his confidentiality and assignment of invention\nobligations under the Executive's Confidentiality and Assignment Agreement, or\nmaterially breach any provision of this Agreement;\n\n        (e) Initiate, file, finance, participate as a named plaintiff in or\nmaterially aide any action or other proceeding against the Corporation or any of\nits officers, directors or employees or agents (including any class action or\nderivative action) based upon any claims, liens, demands, causes of action,\nobligations, damages or liabilities;\n\n        (f) Initiate, file, finance, participate in or materially aid any proxy\nfight or tender offer initiated against the Corporation; or\n\n                                      -6-\n\n \n        (g) Induce, or attempt to induce, any customers of the Corporation not\nto purchase products from the Corporation.\n\n        5.3 Consequences of Breach. In addition to all other remedies available\n            ---------------------                                               \nto the Corporation under this Agreement, in the event the Executive breaches any\nobligation under Section 5.1 or 5.2 of the Agreement, the Corporation shall have\nno further obligation to pay Executive any amounts otherwise due under this\nAgreement, and Executive shall refund to the Corporation any Severance Pay or\namounts paid upon a Termination Other Than For Cause that he may have received\nunder this Agreement.\n\n6.  GENERAL PROVISIONS\n    ------------------\n\n        6.1 Waivers. Neither Executive or the Corporation shall be deemed to\n            -------         \nwaive any of its rights, powers or remedies hereunder unless such waiver is in\nwriting and signed by said Party. No delay or omission by either Executive or\nthe Corporation in exercising any of said rights, powers or remedies shall\noperate as a waiver thereof. Nor shall a waiver of any breach of the covenants,\nconditions or agreements binding on the other Party on one occasion be construed\nas a waiver or consent to such breach on any future occasion or a waiver of any\nother covenant, condition, or agreement herein contained.\n\n        6.2 Arbitration . Executive and the Corporation agree that any and all\n            -----------\ndisputes arising out of or related to Executive's employment, shall be resolved\nby binding arbitration, except where the law specifically forbids the use of\narbitration as a final and binding remedy, or where Section (g) below allows a\ndifferent remedy. The following dispute resolution procedure shall apply:\n\n        (a) The complainant shall provide the other Party with a written\nstatement of the claim identifying any supporting witnesses or documents and the\nrequested relief.\n\n        (b) The respondent shall furnish a statement of the relief, if any, that\nit is willing to provide, and identify supporting witnesses or documents. If the\nmatter is not resolved, the Parties shall submit the matter to nonbinding\nmediation, paid for by the Corporation, before a mediator jointly selected by\nboth Parties.\n\n        (c) If the matter is not resolved through mediation, the Parties agree\nthat the dispute shall be resolved by binding arbitration. If the Parties are\nunable to jointly select an arbitrator, they will obtain a list from the Federal\nMediation and Conciliation Service and select an arbitrator by striking names\nfrom that list.\n\n        (d) The arbitrator shall have the authority to determine whether the\nconduct complained of in Section (a) violates complainant's rights and, if so,\nto grant any relief authorized by law, subject to the exclusions of Section (g)\nbelow. The arbitrator shall not have the authority to modify, change or refuse\nto enforce the terms of any employment agreement between the Parties, or any\nlawful Corporation policy or benefit plan.\n\n        (e) The Corporation shall bear the costs of the arbitration if Executive\nprevails. If the Corporation prevails, Executive will pay half the cost of the\narbitration or $500, whichever is \n\n                                      -7-\n\n \nless. Each Party shall pay its own attorneys fees, unless the arbitrator orders\notherwise pursuant to applicable law.\n\n        (f) Arbitration shall be the exclusive final remedy for any dispute\nbetween the Parties, such as disputes involving claims for discrimination or\nharassment (such as claims under the Fair Employment and Housing Act, Title VII\nof the Civil Rights Act of 1964, the Americans with Disabilities Act, or the Age\nDiscrimination in Employment Act), wrongful termination, breach of contract,\nbreach of public policy, physical or mental harm or distress or any other\ndisputes, and the Parties agree that no dispute shall go to arbitration where\nthe complainant has not complied with steps (a) and (b) above.\n\n        (g) The Parties agree that the arbitration award shall be enforceable in\nany court having jurisdiction, so long as the arbitrator's findings of fact are\nsupported by substantial evidence on the whole and there are not errors of law;\nhowever, either Party may bring an action for injunctive relief, in a court of\ncompetent jurisdiction regarding matters involving the Corporation's\nconfidential, proprietary or trade secret information, or regarding inventions\nthat you may claim to have developed prior to or after joining the Corporation\n('Disputes Related to Inventions'). The Parties further agree that for Disputes\nRelated to Inventions which the Parties have elected to submit to arbitration,\neach Party retains the right to seek preliminary injunctive relief in court in\norder to preserve the status quo or prevent irreparable injury before the matter\ncan be heard in arbitration.\n\n        6.3 Assignment. Neither Party may assign any portion of this Agreement,\n            ----------\nvoluntarily or involuntarily, including without limitation by operation of law\nor by merger in which such Party does not survive. Any attempt to do so shall be\nnull and void. No person or entity not a Party hereto shall have any interest\nherein or be deemed a third party beneficiary hereof, and nothing contained\nherein shall be construed to create any rights enforceable by any other person\nor third party.\n\n        6.4 Partnership. Nothing herein contained shall be construed as\n            -----------\ncreating a partnership or joint venture by or between the Parties.\n\n        6.5 Binding Agreement . This Agreement shall be binding upon and inure\n            -----------------                                                   \nto the benefit of, and is enforceable by, the Parties and their respective\nlegatees, distributees, legal representatives, successors and permitted assigns.\n\n        6.6 Severability . Any provision of this Agreement held or determined by\n            ------------                                         \na court (or other legal authority) of competent jurisdiction to be illegal,\ninvalid, or unenforceable in any jurisdiction shall be deemed separate, distinct\nand independent, and shall be ineffective to the extent of such holding or\ndetermination without (i) invalidating the remaining provisions of this\nAgreement in that jurisdiction or (ii) affecting the legality, validity or\nenforceability of such provision in any other jurisdiction.\n\n        6.7 Time of Essence . Time is of the essence of this Agreement.\n            ---------------\n\n        6.8 Headings . Captions and paragraph headings used in this Agreement\n            --------                                                 \nare for convenience only and shall not be used to interpret any provision\nhereof.\n\n                                      -8-\n\n \n        6.9 Entire Agreement. This Agreement constitutes the entire agreement\n            ----------------                                                    \nand understanding of the Parties with respect to the subject matter hereof, and\nis intended as the Parties' final expression and complete and exclusive\nstatement of the terms thereof, superseding all prior or contemporaneous\nagreements, representations, promises and understandings, whether written or\noral.\n\n        6.10 Notices . Any notice required or permitted to be given hereunder\n             -------                                                           \nshall be (a) in writing, (b) effective on the first business day following the\ndate of receipt, and (c) delivered by one of the following means: (i) by\npersonal delivery; (ii) by prepaid, overnight package delivery or courier\nservice; or (iii) by the United States Postal Service, first class, certified\nmail, return receipt requested, postage prepaid. All notices given under this\nAgreement shall be addressed to the addresses stated at the end of this\nAgreement, or to new or additional addresses as the Parties may be advised in\nwriting.\n\n        6.11 Remedies Cumulative. Unless stated otherwise, all remedies provided\n             -------------------                                       \nfor in this Agreement shall be cumulative, nonexclusive and in addition to, but\nnot in lieu of, any other remedies available to either Party at law, in equity,\nor otherwise.\n\n        6.12 Governing Law. This Agreement shall be governed by and construed in\n             -------------                                            \naccordance with the laws of the State of Nevada.\n\n        6.13 Counterparts. This Agreement may be executed in multiple\n             ------------                                             \ncounterparts, each of which shall be deemed an original and all of which taken\ntogether shall constitute one and the same Agreement.\n\n        IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as\nof the date first above written.\n\n                                        PURCHASE PRO, INTERNATIONAL INC.\n                                        ('CORPORATION')\n\nADDRESS:\n\n  3291 N. Buffalo Dr.                   BY:  \/s\/ CHRIS CARTON\n---------------------------                 -----------------------------\n\n  Las Vegas, NV 89129                   ITS:  President\n---------------------------                 -----------------------------\n\n\nADDRESS:\n\n \/s\/ JEFF NEPPL\n---------------------------                 -----------------------------\n                                                      JEFF NEPPL\n---------------------------                          ('EXECUTIVE')   \n\n                                      -9-\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8609],"corporate_contracts_industries":[],"corporate_contracts_types":[9539,9544],"class_list":["post-39484","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-purchaseprocom-inc","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/39484","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=39484"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39484"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39484"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39484"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}