service agreement between domilens gmbh, holsteiner chaussee 303a ( hereinafter referred to as : company ) and dr. reinhard pichl, hauptstraße 37, 79227 schallstadt ( hereinafter referred to as : managing director or dr. pichl ) preamble dr. pichl has been appointed managing director of the company by way of the shareholders resolution with effect as of 1 november 2007. in this regard, the following has been agreed upon : § 1 power of representation ( 1 ) the managing director has sole power to represent the company. ( 2 ) the company may at any time change the power of representation. § 2 management of the company ( 1 ) ( 1 ) ( 2 ) ( 2 ) ø sale and shut - down of the business of the company or significant parts thereof ; ø establishment of subsidiaries ; ø acquisition or sale of other companies or participations of the company ; ø acquisition, sale, or encumbrances of real property or rights equivalent to real property as well as the obligation to carry out such business transactions ; ø acceptance of sureties and guarantees as well as acceptance of any kind of liabilities resulting from bills of exchange ; ø drawdown or granting of credits or securities of any kind that exceed € 25, 000 and do not belong to the ordinary course of business ; ø conclusion, amendment or termination of agreements that burden the company with more than € 50, 000 in each individual case ; ø employment, promotion and dismissal of employees with an annual gross salary of more than € 80, 000 ; ø granting and revocation of prokura and power of attorney ; ø granting of pension promises of any kind. the list of business transactions requiring prior approval of the shareholders may be expanded or reduced at any time by way of shareholders resolution. ( 3 ) ( 3 ) ( 1 ) ( 1 ) ( 2 ) ( 2 ) ( 3 ) ( 3 ) ( 4 ) ( 4 ) ( 5 ) ( 5 ) ( 6 ) ( 6 ) ( 1 ) ( 1 ) ( 2 ) ( 2 ) ( 3 ) ( 3 ) ( 4 ) ( 4 ) the managing director shall work exclusively for the company and shall do his utmost to promote the company ’ s interests. if necessary, the managing director shall be at the company ’ s disposal beyond the usual working hours and shall promote its interests. § 6 non - competition and non - solicitation clause ( 1 ) ( 1 ) (