Universal Employment Framework Proposal
This proposal seeks to:
- Set out the General Terms and Conditions for future Hubble DAO acquisition of talent and to establish a baseline framework for this process.
Background, Motive and Material Conditions
In order to ensure that Hubble DAO can streamline the process for acquisition of talent, this proposal seeks to execute and formalise a standard process to undertake the aforementioned so as to reduce administrative overhead.
This proposal will set out the general terms and conditions that would be applicable and referred to in all future acquisition of talent agreements entered into between Hubble DAO and prospective employees.
Any terms within this standard agreement for future acquisitions of talent may be altered via the passing of amending proposals pursuant to the processes of formal governance.
Certain terms of this standard Hubble DAO employment template can be altered as required for the particular circumstances of a prospective employee within their individual employment proposal and in accordance with the employment process delineated below.
The proposed process for the Hubble DAO for the hiring of an individual or collective of talent will be composed of the two proposals outlined as followed, in tandem with an acceptance of the two proposals by the prospective talent, collectively known as the ‘formal talent onboarding process’.
- This proposal, a universally applicable element to all future talent acquisitions;
- A future proposal to be rendered for the onboarding of specific talent; the Onboarding Proposal of Prospective Talent, subjugated to the universal framework herein and considered an addendum, or two parts of a whole in combination with the aforementioned.
- Upon a passing of the proposal of appointment by governance, an acceptance letter provided by the prospective talent delivered through email or other commonly accepted forms of electronic transmission to the general terms of employment and the terms of their specific employment delineated by the two proposals above, forming two parts of a whole of their obligations owed and rights due.
In consideration of the aforementioned, the general terms and conditions governing the standard framework for employment to the Hubble DAO, pending approval, are as follows:
General Terms and Conditions
This employment contract (“Agreement”) is made between Hubble DAO (the “Organisation” or the “Employer”) a decentralised autonomous organisation, and the prospective employee (the “Employee”) for the purpose of setting forth the exclusive terms and conditions by which the Organisation desires to acquire the Employee’s services.
In consideration of the mutual obligations specified in this Agreement, the parties, intending to be legally bound by the terms herein, agree to the following:
The “Effective Date” of this agreement would be the date at which the proposal for their respective onboarding has been passed via a formal vote on the official Hubble DAO snapshot page, found at Snapshot (the “Snapshot”).
Hubble DAO is an entirely decentralised organisation created with the purpose of developing and advancing the interests of the Hubble Exchange platform.
The Employer is of the opinion that the Employee has the necessary qualifications, experience and abilities to benefit and assist the Organisation in its operation.
The Employer desires to employ the Employee contingent on the terms listed herein and in accordance to the terms of the appropriate addendum, and the employee has agreed to read the terms below in detail and enter such employment upon the terms and conditions set out in this Agreement and the appropriate addendum.
“Accrued Vacations” refers SOLELY to paid vacations that are entitled to the Employee under Article 5(b) of this Agreement. This excludes Flexible Vacations under Article 5(a) of this Agreement which covers the flexible working schedule of the Organisation.
“Competing Business Activities” means any other protocol that is considered by the Organisation, in its reasonable discretion, to be offering the same products or services aimed at the same target market or customer base; be it directly or indirectly.
“Digital Asset” means any denomination of cryptocurrencies, virtual currencies, coins or tokens.
“Future Date” means the date at which the respective onboarding proposals have been officially passed via a majority vote on the official Hubble DAO Snapshot Page (Snapshot).
“Intellectual Property” means all forms of intellectual property rights and protections held by such Party and may include without limitation all right, title and interest arising under common and statutory law per the laws of England and Wales, and under the laws of other countries, in and to all (a) patents and all filed, pending or potential applications for patents, including any reissue, reexamination, division, continuation or continuation-in-part applications throughout the world now or hereafter filed; (b) trade secret rights and equivalent rights; (c) copyrights, other literary property or authors rights, whether or not protected by copyright or as a mask work; and (d) proprietary indicia, trademarks, trade names, symbols, domain names, URLs, logos and/or brand names.
“Onboarding Proposal” means the individual hire’s onboarding proposal that will be put to vote on the Official Hubble DAO Snapshot Page ((Snapshot).
“Token Generation Event” means on or around the date which Hubble DAO tokens have been generated via smart contract on the Avalanche blockchain
Article 1: Binding Effect of Proposal
1(a) DAO Proposal. The parties to this agreement covenant to follow the terms contained in a formal proposal to the Hubble DAO for specific employment of the Employee. In consideration of the nature of the Hubble DAO entity as a governance based structure, once the proposal for employment (hereafter the “Formal Employment Proposal” or “Proposal”) has passed in accordance to the formal voting mechanisms listed below and becomes binding on the DAO, these obligations shall subsequently be appended to this document as the second part to a whole under Section 1(d).
1(b) DAO Proposal Process. The Formal Employment Proposal shall first be subject to a temperature check in accordance with Hubble DAO standard governance procedure. Following acceptance of temperature check, the proposal shall be subsequently subject to a formal vote on the official Hubble DAO Snapshot page; found at Snapshot (the “Snapshot”). An accepted Snapshot proposal shall be binding on the DAO (“Accepted Proposal”) and to the parties addressed therein in accordance with the formal talent onboarding process.
1(c) DAO Proposal Rejection. In the scenario where the Proposal has been rejected by the DAO, both parties to this contract must make reasonable efforts to amend the Proposal as necessary to accomplish a successful acceptance of the Proposal. In the event that no successful acceptance is possible after a reasonable period of attempt, this contract shall be rendered null and void.
1(d) Proposal Terms and Appending. All of the terms contained in the aforementioned Accepted Proposal shall be valid and enforceable within this contract in whole, and shall be appended to this agreement in its entirety. Any violation of the terms contained within the proposal by either party shall constitute a breach of contract under this contract.
1(d)(i). Two Parts of a Whole. In consideration of the aforementioned, the binding legal obligations and rights due to either party to this contract shall be the sum of two primary pieces of documentation, which together form the whole of this agreement;
A. The Universal Employment Framework
B. The Terms contained in the respective Onboarding Proposal rendered in specific regards to the employment of the Employee, otherwise known as the Onboarding Proposal of Prospective Talent.
1(d)(ii). Addendum. The Formal Employment Proposal shall be considered an addendum to this original document and shall be signed by both parties to this agreement as the appropriate second part of the whole of this agreement, per 1(d)(i)(B). This addendum shall have full binding force and effect on the parties to this agreement and shall affect and alter their rights herein.
1(d)(iii). Definitive Agreement. This Proposal Acceptance Agreement, in combination with the addendum shall constitute the entire agreement between the parties
Article 2: Tasks, Duties and Scope of Work
Article 2 covers the tasks, duties and scope of work of the prospective employee. The specific role and responsibilities of the prospective employee shall be mentioned in their respective onboarding proposals. The general terms that are applicable to all employment contracts otherwise are listed below:
2(a) Good Faith. The Employee covenants to perform these duties to the best of his/her ability and to conduct her responsibilities pursuant to this agreement in good faith.
2(b) Deadline Requirements. The Employee covenants to complete tasks assigned within a specific timeframe as provided by the Organisation and understands that repeated and wanton failures to perform tasks by stated deadlines may invoke Article 9(a). titled ‘Non performance’
2(c) Deadline Fairness. The Organisation agrees that any deadline given to the Employee shall be agreed between both parties as being fair and proportionate to the size of the task assigned and shall be determined in good faith. Any disagreement between the parties as to the fairness of a proposed deadline shall be subject to discussion between the parties to this Agreement. In addition, extensions to deadlines shall be considered by the Organisation shall proposed deadlines be determined to be unfair in consideration of developing circumstances.
2(d) Residual Responsibilities. In addition to the aforementioned specific responsibilities, the Employee shall perform such other duties and services as both parties mutually agree as necessary from time to time.
2(e) Rules, Regulations and Policies. The employee agrees to abide by the Employer’s rules, regulations, policies and practices, including those concerning work schedules, vacation and sick leave, as they may from time to time be adopted or modified.
Article 3: Compensation
Article 3 covers compensation packages that will be specified in the respective proposals for the appointment of new individuals into the Hubble Ecosystem as each new hire would have varying compensation packages in terms of salary and/or equity compensation.
3(a) Varying Hours. As the product of the Organisation is in the initial stages of development, with varying periods of intensity owing to product launch deadlines, it is expected that certain periods of time will be significantly more intensive than others. As such, it is expected that the Employee devote their time accordingly to the objectives and deadlines of the Organisation as appropriate.
3(b) Benefits. The Employee understands and agrees that any additional remuneration paid to the Employee in the form of bonuses or other similar incentive remuneration will rest in the sole discretion of the Employer.
3(c) Reimbursement. The Employer will reimburse the Employee for all reasonable expenses, in accordance with the Employer’s lawful policies as in effect from time to time, including but not limited to, any travel and entertainment expenses incurred by the Employee in connection with the business of the Employer. Expenses will be paid within a reasonable time after submission of acceptable supporting documentation.
Article 4: Place of Work
4(a) Place. In light of Hubble DAO being a multinational decentralized organisation with team members spanning the globe, the position offered to the Employee shall be remote, and the Employee will have full freedom in terms of where they decide to undertake their duties to the Organisation.
4(b) Occasional Travel. Due to the occasional requirement of in-person collaboration and meetings, it is expected that the Organisation will on an as-needed basis, require Employees to travel for full team meetings and other business dealings. All expenses shall be covered in accordance with Article 3(c). titled ‘Reimbursement’. Any travel requirements shall be discussed between both parties and any scheduling requirements shall be mutually agreed upon by both parties to this contract. The primary locations for occasional travel will be in the European Union. The Employee will be expected to personally handle any visa requirements for travel to these varying locations upon sufficient notice by the Organisation.
Article 5: Vacation
5(a) Flexible Vacations. In light of the Organisation’s sole focus on the execution of deadlines and less-so on the specific number of hours worked, the Employee is entitled to unlimited vacations each year during the term of this Agreement, provided they continue to adhere and execute their deadlines in accordance to the Organisation’s schedule. Due to the nature of the flexible working schedule provided by the Organisation, these vacations are NOT considered paid vacations and will not be included into the calculations of “accrued vacations” pursuant to Article 9(d) ‘Post-Termination’.
5(b) Paid Vacations. The Employee shall be entitled to receive three (3) weeks paid vacation time after each year of employment upon dates agreed upon by the Employer. Upon separation of employment, for any reason, vacation time accrued and not used shall be paid at the salary rate of the Employee in effect at the time of employment separation.
5(c) Arrangement. The Employee shall provide the Employer notification that they are using a period of vacation so that the Employer can react accordingly in terms of allocation of workload and schedules
Article 6: Conflicts of Interest
6(a) Conflicts. During the term of the Employee’s active employment with the Employer, it is understood and agreed that any business opportunity relating to or similar to the Employer’s actual or reasonably anticipated business opportunities (with the exception of personal investments in less than 5% of the equity of a business, investments in established family businesses, real estate, or investment in stocks and bonds traded on public stock exchanges) coming to the attention of the Employee, is an opportunity belonging to the Employer. Therefore, the Employee will advise the Employer of the opportunity and cannot pursue the opportunity, directly or indirectly, without the written consent of the Employer.
6(b) Non-Competition. During the term of the Employee’s active employment with the Employer, the Employee will not, directly or indirectly, engage or participate in any other competing 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.
Article 7: Contract Binding Authority
7(a). Contracting Ability. Notwithstanding any other term or condition expressed or implied in this Agreement and their respective onboarding proposals (on the official Hubble DAO snapshot page, found at Snapshot (the “Snapshot”) to the contrary, the Employee will not have the authority to enter into any contracts or commitments for or on the behalf of the Employer without first obtaining the express written consent of the Employer.
Article 8: Termination Due to Discontinuance of Platform
8(a) Platform Cessation. In consideration of the volatile nature of protocol environments, in the event that the Employer will discontinue operating the Hubble Platform then at the Employer’s sole option, and as permitted by law, this Agreement will terminate as of the last day of the month in which the Employer ceases operations with the same force and effect as if such last day of the month were originally set as the Termination Date of this Agreement. The Employer shall give the Employer reasonable notice on the state of business prior to any such cessation of business, to allow the Employee ample time to recalibrate their personal strategy.
Article 9: Termination of Employment
9(a) Non performance. Should the Employee fail to deliver on the responsibilities outlined within Article 1 on a repeating and prolonged basis, the Organisation shall be able to unilaterally sever this agreement subject to the conditions outlined within Article 9(a) subsection (1) titled ‘Review Prior to Unilateral Termination for Non-Performance’, found below.
(1) Review Prior to Unilateral Termination for Non-Performance. The Organisation shall be required to consult with the Employee before exercising any unilateral termination of this Agreement and shall make efforts to give the Employee time to right any failure to perform their responsibilities under Article C titled “Tasks, Duties and Scope of Work”.
9(b) Reasonable Notice. The Employee and the Employer agree that reasonable and sufficient notice of termination of employment by the Employer is the greater of two (2) weeks or any minimum notice required by law.
9(c) Employee Unilateral Termination. If the Employee wishes to terminate this employment with the Employer, the Employee will provide the Employer with the greater of two (2) weeks and the minimum required by law. As an alternative, if the Employee co-operates with the training and development of a replacement if and as requested, then sufficient notice is given if it is sufficient notice to allow the Employer to find and train the replacement.
9(d) Post-Termination. The Termination Date specified by either the Employee or the Employer may expire on any day of the month and upon the Termination Date the Employer will forthwith pay to the Employee any outstanding portion of the compensation including any accrued vacations (pursuant ONLY to Article 5(b) “paid vacations”) and salaries outstanding, if any, calculated to the Termination Date. This is calculated on a simple pro-rata basis, up to the calendar day of termination.
9(e) Post-Termination Conduct. Once notice has been given by either party for any reason, the Employee and the Employer agree to execute their duties and obligations under this Agreement diligently and in good faith through to the end of the notice period. The Employer may not make any changes to compensation or any other term or condition of this Agreement between the time termination notice is given through to the end of the notice period.
Article 10: Remedies
10(a) Appropriate Remedies for Breach. In the event of a breach or threatened breach by the Employee of any of the provisions of this Agreement, the Employee agrees that the Employer is entitled to a permanent injunction, in addition to and not in limitation of any other rights or remedies available to the Employer at law or in equity, in order to prevent or restrain any such breach by the Employee or by the Employee’s partners, agents, representatives, servants, employees, and/or any and all persons directly or indirectly acting for or with the Employee.
Article 11: Severability
11(a) Severance of Clauses. Should any of the clauses within this Agreement be unenforceable or void per the laws governing the British Overseas Territory of the British Virgin Islands, the clause running afoul of the Common or Statutory law shall be severed from this Agreement, leaving any and all other clauses within the Agreement whole and less the severed clause, in full force and effect.
11(b) Dispute Resolution. In the event of a breach of this Agreement, in part or in whole by either party to the contract, the parties hereafter agree to negotiate in good faith a remedy to the specified breach. In the event no amicable negotiation is possible between the contracting parties and the effectiveness of negotiation is in doubt, it is agreed that all claims shall be subject first to mediation under the International Chamber of Commerce (“ICC”) Mediation Rules. In the event mediation proves ineffective, binding arbitration can be pursued by either party to settle the dispute under ICC arbitration rules. The seat of both mediation and arbitration shall be London, United Kingdom, irrespective of the location of either party.
Article 12: Work Product Ownership
12(a) Ownership of Work. Any copyrightable works, ideas, artistic creations, discoveries, inventions, patents, products or other information and any other Intellectual Property developed by the Employee during the course of this agreement in whole or in part by the Employee in connection with the Services shall be the exclusive property of the Organisation.
Article 13: Modification of Agreement
13(a) Amendments and Modifications. 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 both parties or an authorized representative of each party. An amendment or modification can also be made through being expressly stated on their respective onboarding proposals and will become binding once it has been accepted by both contracting parties.
Article 14: Governing Jurisdiction
14(a) Appropriate Jurisdiction. The courts of England have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement (including a dispute relating to the existence, validity or termination of this Agreement or the consequences of its nullity) or any non-contractual obligations arising out of or in connection with this Agreement (a “Dispute”).
Article 15: Assignment
15(a) Assignments Prohibited. The Employee may not assign any of the obligations owed or rights due to any agent, representative, contractor or any other third party without written approval by the Hubble DAO Organisation or it’s Signatory Party.
15(b) Assignment of Contract Obligations and Rights. Upon mutual agreement, the Hubble DAO Signatory Party may assign this contract in part or in whole, encompassing the obligations and rights contained herein, to another approved Hubble DAO body. Any assignment of this Agreement by the Organisation must be appended to this original Full-Time Employment Contract and be titled “Assignment of Employment Contract” with signature contained thereon by both parties to this original Agreement before Assignment under this clause takes full force and effect. Assignment shall not affect or materially change any of the provisions within this Agreement, with particular note to the vesting schedule, which shall continue to operate on the basis of this Agreement’s Commencement Date.
Article 16: General Provisions
16(a) Time. Time is of the essence in this Agreement.
16(b) Delay or Failure to Exercise. 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.
16(c) Succession. This Agreement will inure to the benefit of and be binding upon the respective administrators, successors and assigns, as the case may be, of the Employer and the Employee.
16(d) Headings. Headings are inserted for the convenience of parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
16(e) Fully Encompassing. This Agreement constitutes the entire agreement regarding general terms and conditions between the parties and there are no further items or provisions, either oral or written to this Agreement. This Agreement supersedes all prior disclosures, discussions, understandings and agreements concerning the matters herein. The parties to this Agreement stipulate that neither of them has made any representations with respect to the subject matter of this Agreement except such representations as are specifically set forth in this Agreement unless expressly mentioned and accepted upon in writing.
16(f) Binding Signature. The Employee signature would be considered signed when their respective onboarding proposal has moved from the Hubble Forum Discourse and passed onto the Hubble DAO Snapshot Page for voting and pending this voting process, provided acceptance of the standard terms herein. This gives indication that both contracting parties are satisfied with terms set forth in this agreement and their respective individual onboarding proposals.
16(g) Legal Expense Coverage. In the circumstance any member of the Organisation pursues legal action against the Employee, the Organisation covenants that it shall cover any legal expenses incurred by the Employee during the course of the aforementioned action in whole.
16(h) Waiver of Legal Action by Employee. The Employee agrees to waive any and all claims and legal actions that may be afforded to the Employee against any member of the Organisation or the Organisation in whole and will resolve any such potential dispute through the agreed upon methods of dispute resolution delineated under Article 11(b) titled ‘Dispute Resolution’.