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EMPLOYMENT AGREEMENT , dated as of September 1, 2000, by and between PerfectData Corporation, a California
corporation with offices at 110 West Easy Street, Simi Valley California 03065 (the "Corporation"), and Harris Shapiro, an
individual residing at 245 East 63rd Street, New York, New York 10021 (the "Executive").
W I T N E S S E T H
WHEREAS, the Executive currently serves as the Chairman of the Board of the Corporation;
WHEREAS, the Corporation desires to employ and retain the unique experience, ability and services of the Executive as a
principal executive officer of the Corporation; and
WHEREAS , the Executive and the Corporation desire to formalize in this Agreement the terms and conditions under which
the Executive shall be employed by the Corporation.
NOW, THEREFORE, the parties hereto mutually agree as follows:
Employment and Duties
1.1 Employment. The Corporation hereby agrees to employ the Executive, and Executive hereby agrees to accept
employment, as the Interim Chief Executive Officer of the Corporation.
1.2 Duties. The Executive shall properly perform such duties as may be assigned to him from time to time by the Board of
Directors of the Corporation; provided, however, that such duties must be commensurate with services to be performed by a
Chief Executive Officer of a public company. During the term of this Agreement, the Executive shall devote as much of his
business time to the performance of his duties hereunder as he reasonably deems necessary. The Corporation acknowledges
that the Executive has other business interests, investments and investment opportunities which he may continue to pursue on
his own behalf and from which the Corporation shall not benefit.
1.3 Base of Operations. The Executive's principal base of operations for the performance of his duties and responsibilities