employment

employment agreement.md

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+---
+title: Employment Agreement
+layout: post
+---
+
+1 Introduction
+--------------
+
+THIS AGREEMENT made between Communote (the "Employer"), a corporation incorporated under the laws of the Province of Ontario, and having its principal place of business at Toronto; and you (the "Worker") effective on date _____.
+
+* Two tiers of Workers: employee and freelance
+* Also: regular vs internship
+
+Before signing this agreement you must agree to the terms of the nondisclosure agreement.
+
+2 Compensation
+------------
+
+All reasonable expenses arising out of employment shall be reimbursed assuming they have been authorized prior to being incurred and with the provision of appropriate receipts.
+
+The following is a long term agreement of entitlement to equity or equity derivative options. Equity derivative options are essentially coupons that let you purchase equity from the Employer at a discounted price.
+
+###2.1 Employee
+
+You will be entitled to a certain percentage of equity upon the incorporation of the company. Your equity will be vested for 3 years with a 1 year cliff from the time of signing this agreement. The cliff means you will not be awarded any equity entitlement until 12 months after signing this agreement at which point you will be awarded 1/3 of the total amount of equity you can earn. After that you will be awarded an equal amount each month, i.e. 1/36 of the total.
+
+If you do not stay with the company before the cliff, you will be entitled to purchase the percentage of shares you may have been guaranteed at 50% the current price at rate of 1/36 of the total per month. This entitlement expires after 1 year, but can be forfeit prior to its expiry and is non-transferable.
+
+Initially, while the Employer has no cashflow, you will retain a non-salary position. However, your salary will be reviewed on a monthly basis.
+
+###2.2 Internship
+
+If you wish to be considered an intern, you must declare so before the equity is decided on. This means a lower equity total, but you will not be expected to work during the school year. You will, however, be required to answer questions about how to use the work you have created and how to traverse through it if the working team is working on it within 5 days of asking.
+
+3 Benefits
+----------
+
+* None (coming soon)
+* No vacation policy (coming soon)
+	* Require 1 week notice
+
+4 Harassment
+------------
+
+Your communication with fellow employees is subject to the restrictions of the harassment policy. That means a one strike tolerance rule of removal from the company.
+
+5 Responsibilities
+------------------
+
+###5.1 Work Hard
+
+The Worker agrees to perform all of the duties required of the given position faithfully, industriously, and to the best of the Worker's skill, ability, experience and talents. The Worker agrees to make decisions in accordance to the Employer's charter. In carrying out these duties and responsibilities, the Worker shall comply with all of the Employer's current policies, procedures, rules and regulations. It is also understood and agreed to by the Worker that assignments, duties and responsibilities, and reporting arrangements may be changed by the Employer in its sole discretion without causing termination of this agreement.
+
+###5.2 Communication
+
+You will identify your preferred method of team communication. Upon changing your preferred method temporarily (e.g. internet is down, disabling Facebook account, etc.) or permanently, you will notify your team members.
+
+###5.3 Project Structure
+
+* 5.3.1 Projects must follow file and variable-naming rules.
+* 5.3.2 Commenting should describe simply what the code is doing.
+* 5.3.3 Git repositories must be committed every time the code is usable between iterations, and whenever you stop working. You must also pull changes every time you start working.
+* 5.3.4 You must test changes on a development branch before pushing to the production branch.
+* 5.3.5 Each script must be fully documented of inputs, outputs, and function where all other scripts are documented.
+
+###5.4 Travel
+
+You may be expected to travel to McMaster University or North York (the location of the business) for work. Save your receipts because the company may pay for that if outlined prior. 
+
+###5.5 Probationary Period
+
+You will be given 2 weeks (14 days) of probationary period to demonstrate your ability before being released with only enough options to pay freelance wage for the tasks you have finished. 
+
+6 Conflict of Interest
+----------------------
+
+During the term of the Worker's active employment with the Employer, the Worker will not, directly or indirectly, engage or participate in any other business activities that the Employer, in its reasonable discretion, determines to be in conflict with the best interests of the Employer without the written consent of the Employer, which consent will not be unreasonably withheld.
+
+7 Confidential Information
+--------------------------
+
+* All passwords used for the purpose of the Employer must be communicated via an encrypted method of communication or in person
+* Passwords must be stored in an encrypted password database of which only the Worker has access to.
+* Passwords can only be distributed to the parties authenticated by the Employer
+* Any storage of the Employer's passwords must be erased immediately following termination
+* The Worker agrees that upon request of the Employer or termination, the employee will turn over to the Employer all confidential information belonging to the Employer including but not limited to all documents, plans, specifications, disks or other computer media, passwords, as well as any duplicates or backups made of that Confidential Information in whatever form or media, in the possession or control of the Worker.
+* Confidential Information does not include information which:
+	* Is or becomes generally available to the public other than as a result of a disclosure by the Employer in breach of this Agreement
+	* Was within the Worker's possession prior to its disclosure to the Employer by or on behalf of Employer provided that the source of such information was not known by the Worker to be bound by a confidentiality agreement with, or other contractual, legal or fiduciary obligation of confidentiality to, the Employer or any other party with respect to such information
+	* Becomes available to the Worker on a non-confidential basis from a source other than the Employer or any of its Representatives, provided that such source is not bound by a confidentiality agreement with, or other contractual, legal or fiduciary obligation of confidentiality to the Employer, or any other party with respect to such information; or
+	* Was developed by the Worker independently without reference to Confidential Information.
+* The Worker shall use the Confidential Information solely for the purpose of providing the Services hereunder, and that the Confidential Information will be kept confidential and that the Worker will not disclose any of the Confidential Information in any manner whatsoever except as strictly required to provide the Services hereunder as directed by the Employer.
+
+8 Termination
+-------------
+
+The Employer reserves all rights to terminate the Worker at any time. The Worker is entitled to a reference letter and a reason for firing.
+
+Leaving the company for any reason whether it be because you are being fired or quitting will cancel any vesting.
+
+9	Non-Competition
+-------------------
+
+Except with the Employer’s prior written consent, throughout the Term and for an additional period of six (6) months thereafter, the Workers shall not, directly or indirectly, provide or assist in providing services the same or similar to the Employer to a person or entity that is a provider of products and services which are competitive under the relevant Statement of Work.  
+
+10	Other Legal Stuff
+---------------------
+
+###10.1 Liability and Indemnification
+
+The Worker, shall jointly and severally defend, indemnify and hold harmless the Employer and the Employer's employees from and against all claims, liabilities and expenses (including reasonable attorney’s fees, costs and disbursements) arising from or relating to any breach of this Agreement and any act or omission of the Worker in carrying out the Consulting Services.  
+
+###10.2 Equitable Remedies
+
+In the event of a breach, or threatened breach, of any of the sections of this Agreement, the Parties agree that the harm suffered by the Employer would not be compensable by monetary damages alone and, accordingly, that the Employer shall, in addition to other available legal or equitable remedies, be entitled to an injunction against such breach or threatened breach.  The Worker hereby irrevocably agree(s) to waive as a defence any issue as to the injured Employer’s right to seek an injunction as an appropriate remedy.
+
+###10.3 Law
+
+This Agreement shall be governed and interpreted in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein and each of the Parties hereto hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of the courts of the Province of Ontario and any appellate court thereof in any action or proceeding arising out of or relating to this Agreement.
+
+###10.4 Counterparts
+
+This Agreement and its Schedules may be executed in any number of counterparts (including counterparts by facsimile) and all such counterparts taken together shall be deemed to constitute one and the same instrument.
+
+###10.5 Severability
+
+The parties hereto agree that in the event any article or part thereof of this agreement is held to be unenforceable or invalid then said article or part shall be struck and all remaining provision shall remain in full force and effect. 
+
+No failure or delay by either party to this Agreement in exercising any power, right or privilege provided in this Agreement will operate as a waiver, nor will any single or partial exercise of such rights, powers or privileges preclude any further exercise of them or the exercise of any other right, power or privilege provided in this Agreement.
+
+###10.6 Modification
+
+Any amendment or modification of this Agreement or additional obligation assumed by either party in connection with this Agreement will only be binding if evidenced in writing signed by each party or an authorized representative of each party.
+
+If your duties or compensation should change during the course of your employment with Company, the validity of this agreement will not be affected.
+
+Agreement is subject to change, but backups of the current version of the agreement you agree to will be backed up and available online.
+

freelancer agreement.md

@@ -0,0 +1,113 @@
+---
+title: Freelance Agreement
+layout: post
+---
+
+1 Introduction
+--------------
+
+THIS AGREEMENT made between Communote (the "Employer"), a corporation incorporated under the laws of the Province of Ontario, and having its principal place of business at Toronto; and you (the "Worker") effective on date _____.
+
+Before signing this agreement you must agree to the terms of the nondisclosure agreement.
+
+2 Compensation
+------------
+
+All reasonable expenses arising out of employment shall be reimbursed assuming they have been authorized prior to being incurred and with the provision of appropriate receipts.
+
+The following is a long term agreement of entitlement to equity or equity derivative options. Equity derivative options are essentially coupons that let you purchase equity from the Employer at a discounted price.
+
+Each task you complete entitles you to equity derivative options that you have the option of purchasing within 1 year of receiving it. Your quantity of options will vary from task to task and will be decided on upon assignment. If you fail to complete a task by the specified time, the Employer retains the right to remove you from a project and relinquish all consequential options associated with completing the task.
+
+3 Harassment
+------------
+
+Your communication with fellow employees is subject to the restrictions of the harassment policy. That means a one strike tolerance rule of removal from the company.
+
+4 Responsibilities
+------------------
+
+###4.1 Work Hard
+
+The Worker agrees to perform all of the duties required of the given position faithfully, industriously, and to the best of the Worker's skill, ability, experience and talents. The Worker agrees to make decisions in accordance to the Employer's charter. In carrying out these duties and responsibilities, the Worker shall comply with all of the Employer's current policies, procedures, rules and regulations. It is also understood and agreed to by the Worker that assignments, duties and responsibilities, and reporting arrangements may be changed by the Employer in its sole discretion without causing termination of this agreement.
+
+###4.2 Communication
+
+You will identify your preferred method of team communication. Upon changing your preferred method temporarily (e.g. internet is down, disabling Facebook account, etc.) or permanently, you will notify your team members.
+
+###4.3 Project Structure
+
+* 4.3.1 Projects must follow file and variable-naming rules.
+* 4.3.2 Commenting should describe simply what the code is doing.
+* 4.3.3 Git repositories must be committed every time the code is usable between iterations, and whenever you stop working. You must also pull changes every time you start working.
+* 4.3.4 You must test changes on a development branch before pushing to the production branch.
+* 4.3.5 Each script must be fully documented of inputs, outputs, and function where all other scripts are documented.
+
+###4.4 Travel
+
+You may be expected to travel to McMaster University or North York (the location of the business) for work. Save your receipts because the company may pay for that if outlined prior.
+
+5 Conflict of Interest
+----------------------
+
+During the term of the Worker's active employment with the Employer, the Worker will not, directly or indirectly, engage or participate in any other business activities that the Employer, in its reasonable discretion, determines to be in conflict with the best interests of the Employer without the written consent of the Employer, which consent will not be unreasonably withheld.
+
+6 Confidential Information
+--------------------------
+
+* All passwords used for the purpose of the Employer must be communicated via an encrypted method of communication or in person
+* Passwords must be stored in an encrypted password database of which only the Worker has access to.
+* Passwords can only be distributed to the parties authenticated by the Employer
+* Any storage of the Employer's passwords must be erased immediately following termination
+* The Worker agrees that upon request of the Employer or termination, the employee will turn over to the Employer all confidential information belonging to the Employer including but not limited to all documents, plans, specifications, disks or other computer media, passwords, as well as any duplicates or backups made of that Confidential Information in whatever form or media, in the possession or control of the Worker.
+* Confidential Information does not include information which:
+	* Is or becomes generally available to the public other than as a result of a disclosure by the Employer in breach of this Agreement
+	* Was within the Worker's possession prior to its disclosure to the Employer by or on behalf of Employer provided that the source of such information was not known by the Worker to be bound by a confidentiality agreement with, or other contractual, legal or fiduciary obligation of confidentiality to, the Employer or any other party with respect to such information
+	* Becomes available to the Worker on a non-confidential basis from a source other than the Employer or any of its Representatives, provided that such source is not bound by a confidentiality agreement with, or other contractual, legal or fiduciary obligation of confidentiality to the Employer, or any other party with respect to such information; or
+	* Was developed by the Worker independently without reference to Confidential Information.
+* The Worker shall use the Confidential Information solely for the purpose of providing the Services hereunder, and that the Confidential Information will be kept confidential and that the Worker will not disclose any of the Confidential Information in any manner whatsoever except as strictly required to provide the Services hereunder as directed by the Employer.
+
+7 Termination
+-------------
+
+The Employer reserves all rights to terminate the Worker at any time. The Worker is entitled to a reference letter and a reason for firing. That means the worker will have to re-apply to continue to work for the company.
+
+Leaving the company for any reason whether it be because you are being fired or quitting will cancel any vesting.
+
+8	Non-Competition
+-------------------
+
+Except with the Employer’s prior written consent, throughout the Term and for an additional period of six (6) months thereafter, the Workers shall not, directly or indirectly, provide or assist in providing services the same or similar to the Employer to a person or entity that is a provider of products and services which are competitive under the relevant Statement of Work.
+
+9	Other Legal Stuff
+---------------------
+
+###9.1 Liability and Indemnification
+
+The Worker, shall jointly and severally defend, indemnify and hold harmless the Employer and the Employer's employees from and against all claims, liabilities and expenses (including reasonable attorney’s fees, costs and disbursements) arising from or relating to any breach of this Agreement and any act or omission of the Worker in carrying out the Consulting Services.  
+
+###9.2 Equitable Remedies
+
+In the event of a breach, or threatened breach, of any of the sections of this Agreement, the Parties agree that the harm suffered by the Employer would not be compensable by monetary damages alone and, accordingly, that the Employer shall, in addition to other available legal or equitable remedies, be entitled to an injunction against such breach or threatened breach.  The Worker hereby irrevocably agree(s) to waive as a defence any issue as to the injured Employer’s right to seek an injunction as an appropriate remedy.
+
+###9.3 Law
+
+This Agreement shall be governed and interpreted in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein and each of the Parties hereto hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of the courts of the Province of Ontario and any appellate court thereof in any action or proceeding arising out of or relating to this Agreement.
+
+###9.4 Counterparts
+
+This Agreement and its Schedules may be executed in any number of counterparts (including counterparts by facsimile) and all such counterparts taken together shall be deemed to constitute one and the same instrument.
+
+###10.5 Severability
+
+The parties hereto agree that in the event any article or part thereof of this agreement is held to be unenforceable or invalid then said article or part shall be struck and all remaining provision shall remain in full force and effect. 
+
+No failure or delay by either party to this Agreement in exercising any power, right or privilege provided in this Agreement will operate as a waiver, nor will any single or partial exercise of such rights, powers or privileges preclude any further exercise of them or the exercise of any other right, power or privilege provided in this Agreement.
+
+###10.6 Modification
+
+Any amendment or modification of this Agreement or additional obligation assumed by either party in connection with this Agreement will only be binding if evidenced in writing signed by each party or an authorized representative of each party.
+
+If your duties or compensation should change during the course of your employment with Company, the validity of this agreement will not be affected.
+
+Agreement is subject to change, but backups of the current version of the agreement you agree to will be backed up and available online.