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SERVICE AGREEMENT
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Between

And

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DATED THIS DAY OF 200..
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SAMPLE
THIS SERVICE AGREEMENT is made the day of
200..

Between

……. (Company No……., of …… (hereinafter called the "Employer") of the one

part

and

……. (Passport No. ……an Australian resident currently residing at ……..

(hereinafter called the "Appointee") of the other part.

WHEREBY IT IS HEREBY MUTUALLY AGREED AND DECLARED as follows:-

1. MINISTRY APPROVAL

1.1 This Service Agreement is subject and conditional upon the

Employer applying and obtaining at the Employer’s own cost and
expense, the necessary and relevant clearance and approvals by
the Malaysian Immigration Department.

1.2 If the Employer fails to obtain the necessary and relevant clearance
and approvals from the Malaysian Immigration Department, then
this Service Agreement shall be deemed to be void ab initio
between the Employer and the Appointee.
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APPOINTMENT AND DURATION

The Employer appoints the Appointee and the Appointee agrees to serve
in the position of a Customs Clubfitter / Clubmaker for and on behalf of
the Employer for a period of three (3) years commencing from the … until
the day of .. with an option for renewal for a further period of two (2)
years by either party providing notice in writing.

DUTIES

In his duties as a Custom Clubfitter / Clubmaker, the Appointee agrees

to faithfully and diligently perform the following:-

(i) to interview, liase and/or observe the Employer’s clients for

purposes of obtaining the proper specifications of the respective
client for custom club fitting;

(ii) to efficiently utilize the Employer’s available resources

including but not limited to the Employer’s Driving Range, stocks,
equipment, raw materials, machinery and expertise for purposes
of creating individual golf clubs to the exact specifications and
requirements of the Employer’s clients;

(iii) to perform any of those duties and to exercise such powers

consistent with his appointment or which may from time to time be
assigned and/or vested in him by the Employer;

(iv) to keep the General Manager of the Employer, both current

and/or future, promptly and fully informed (in writing if so
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requested) of his conduct in all activities and/or affairs of the
Employer directly and/or indirectly related to

his appointment and to provide any such explanations as may be

required by the Employer;

(v) to devote the whole of his time, attention and ability as is

reasonably required to ensuring that the monthly target turnover
of RM.. per month or any other projected turnover which may be
fixed by the Employer by way of written notice subsequent to this
Service Agreement, is achieved;

(vi) to assist and coordinate with the Employer to ensure that a

healthy level of stocks, equipment and raw material is maintained
at all times throughout the duration of his appointment;

(vii) to obey and follow all lawful and reasonable directions of the
Employer; and

(viii) to use the best of his endeavours and efforts to train,

educate, instruct and guide an appropriately qualified person, who
is to be chosen by him with the Employer’s consent, to perform his
functions and duties as a Customs Clubmaker / Clubfitter
throughout the duration of this Service Agreement.

4. ADDITIONAL SCOPE OF WORK

Notwithstanding that Clause 3 provides for the specific duties

of the Appointee, the Appointee shall also:-
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(i) be wholly and fully responsible for ensuring that the Employer’s
staff under his care and management ,as may be provided for by
the Employer (if any), remain courteous, responsible and do all
things necessary to maintain and preserve the goodwill of the
Employer with its
customers;

(ii) to use the best of his endeavours to improve the productivity and
efficiency of the Employer; and

(iii) to do all things as may be reasonable expected of him to assist the

Employer in achieving its goal of becoming the premier Custom
Clubmaking / Clubfitting company in the whole of Malaysia.

5. PLACE OF WORK

The Appointee shall perform his duties at the Employer’s principal place
of business at .. or any such place as may be required by the Employer
from time to time within Malaysia. Any change of place shall be notified
to the Appointee in writing.

6. REMUNERATION

6.1 Throughout the duration of his appointment, the Employer shall

pay to the Appointee, provided that the Appointee shall duly
observe and perform the stipulations and agreements herein on
his part contained, a remuneration of RM… per month exclusive of
tax.
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6.2 The payment of all taxes on the remuneration of the Appointee
whether in Malaysia or Australia shall be the sole responsibility of
the Employer.

6.3 The Appointee’s remuneration shall be forwarded to him by the

Employer by the last week of each month of service completed by
the Appointee.

7. PROFIT SHARING

7.1 The Appointee shall also be entitled to receive on a bi-monthly

basis, 45% of the Employer’s nett profits. All incidental taxes and
or expenses relating to the nett profit handed over to the Appointee
shall be borne by the Appointee and shall be deducted from the
Employer directly from the Appointee’s share of the nett profit.

7.2 If requested, the Employer is to disclose to the Appointee all

relevant accounts evidencing the gross profit made by the
Employer upon the strict condition that the Appointee shall not
disclose such information to any other third party, whether related
to the Employer or not for any purposes whatsoever.

8. TRANSPORT AND HOUSING REQUIREMENTS

The Employer shall not be responsible and shall not provide for the
Appointee’s transportation and housing requirements throughout the
duration of the Service Agreement. Conversely, the Appointee shall be
wholly and fully responsible for his own transport and housing
requirements.
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9. TRUST AND CONFIDENCE

9.1 The Appointee shall not during or after the duration of the Service
Agreement without the consent of the Employer divulge any
matters which may come to his knowledge and/or information,
relating to the affairs of

the Employer, in the course of or incidental to his appointment

except in so far as may be necessary and proper for the conduct of
his duties under this Service Agreement and to use the best of his
endeavours to prevent the publication or disclosure of such
matters.

9.2 Upon the termination of this Service Agreement, the Appointee

shall return to the Employer all documents and tangible items
which belong to the Employer or which may contain confidential
information and which is in the possession or under the control of
the Appointee.

10. RESTRAINT

The Appointee shall not during the duration of this Service Agreement
engage directly or indirectly in any other paid or unpaid employment
and/or work or to retain any fee except with the consent of the Employer
provided always that the Appointee may subject to any contrary
directions of the Employer engage in such unpaid work as will not be
repugnant to the provisions of this Service Agreement.

11. HOLIDAYS
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11.1 In addition to local Public Holidays, the Appointee shall be entitled

to 14 working days paid holiday in each year of service completed
pursuant to this Service Agreement with the express consent of the
Employer. No unutilized holiday entitlement shall be carried
forward to the subsequent year of service without the consent of
the Employer.

11.2 In the event of the premature termination of this Service

Agreement for any reason whatsoever, the Appointee shall not be
entitled to receive any remuneration in lieu of outstanding holiday
entitlement.

12. MEDICAL

12.1 The Appointee shall be entitled to 12 days of sick leave for each
year of service completed pursuant to this Service Agreement
provided that a medical certificate from a duly registered medical
practitioner is provided to certify that the Appointee was found
unfit to work during such period.

12.2 Light Medical Expenses (excluding hospitalization, surgery, optics

and dental) shall be paid by the Employer which in any event
should not exceed the sum of RM… per annum. Other medical
benefits shall be covered by the Group Medical Insurance Policy
taken out by the Employer.

12.3 The Appointee shall whenever required to do so by the Employer

(but not more than twice a year) submit himself for medical
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examination by a registered medical practitioner. The fees for such
examination shall be paid by the Employer.

13. IMMEDIATE DISMISSAL

The Employer may by notice terminate this Service Agreement with

immediate effect if the Appointee:-

(i) commits any gross misconduct or repeats or continues (after

written warning) any other material breach of his obligation under
this Service Agreement; or

(ii) is guilty of any conduct which in the reasonable opinion of the

Employer brings him or the Employer into serious disrepute; or

(iii) be certified in writing by a Medical Board of three (3) persons

selected by the Employer to which the Appointee shall have the
right to nominate one Medical Officer, to be medically unfit for
further service; or

(iv) be charged for any criminal offence which is likely to bring the
Employer to into disrepute (excluding traffic offences) or become
subject to Bankruptcy Proceedings or suffer any process of
execution; or

(v) be guilty of insobriety or gross impropriety; or

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(vi) fails to observe and perform his duties and the agreements and
stipulations on his part herein contained or in the opinion of the
Employer be inefficient in or incapable of carrying out the duties
and functions assigned to him or otherwise conduct himself in
such a manner that it is deemed advisable by the Employment that
his employment be terminated; or

(vii) have his work permit and any other approvals deemed necessary
by the Immigration Department unapproved, revoked, annulled,
cancelled, terminated or not renewed for any reason whatsoever.

14. NOTICE

To avoid any uncertainties, any notice to be given by either party

pursuant to this Service Agreement shall be made in writing and shall be
delivered by way of registered/ordinary post to the other party at the
respective parties last known address. Where notice has been given in
the prescribed manner, the notice shall be deemed to have been received
by the addressee in the ordinary course of transmission. Any such notice
shall take effect from the date of postage.

15. VARIATION

The Employer reserves the right to make reasonable changes to any of

the terms and conditions of employment herein contained and will notify
the Appointee in writing of such changes at the earliest opportunity and,
in any event within one (1) month of such changes having taken effect.

16. ENTIRE AGREEMENT

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This agreement sets out the entire agreement and understanding of the
parties and supercedes any previous agreement made between the
parties.

17. GOVERNING LAWS

This Agreement shall in all respects be interpreted in accordance with

the Laws of Malaysia.

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IN WITNESS WHEREOF the Parties hereto have hereunto set their respective
hands the day and year first above written.

Signed by )
for and on behalf of )
)
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In the presence of ]

Signed by the )
said )
in the presence of )
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