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Exhibit 10.1(m)
Employment Contract
between Xxxxx Sundstrand GmbH & Co.
Krokamp 35, 24539 Neumunster
- in the following referred to as SAS -
and Xx. Xxxxxx Xxxxxx,
born on 5 October 1948 in Jena,
living at Boker Xxxxx 00,
00000 Xxxxxx-Xxxxxx
the following employment contract will be concluded.
ss.1 Duties
Xx. Xxxxxx, from 1 January 1992, undertook the duties of Director of Logistics.
On 1 October 1993 he was appointed to the direction of the Production area. As
from 1 January 1997 Xx. Xxxxxx was appointed as Managing Director of
Xxxxx-Sundstrand GmbH. Xx. Xxxxxx reports to the chairman of the board of the
company.
Xx. Xxxxxx will provide his full working capacity in the service of SAS. He
undertakes to comply in all matters with the corporate policies and in addition,
to ensure that he will undertake, in agreement with the chairman of the board,
all matters within his competency which could be envisaged.
ss.2 Remuneration
As remuneration for his duties, Xx. Xxxxxx will receive an annual gross
salary of DM 300.000 (in words: three hundred thousand Deutsche Xxxx)
payable in twelve part-payments at the end of each month in the sum of DM
25.000 (in words: twenty-five thousand Deutsche Xxxx).
In addition, Xx. Xxxxxx is included in the Bonus system of the Xxxxx-Sundstrand
group. The bonus plan reflects, on the one hand the economic situation of the
company, measured by the actual result, and on the other hand the personal
success of Xx. Xxxxxx, measured on the fulfillment of the annual objectives and
duties. The payment of the bonus is made annually in May of the following year,
based on the respective prior year annual income.
With these payments all Xx. Xxxxxx'x services are rewarded in full.
It is assumed that in order to reach the objectives a time contribution of more
than 40 hours per week will generally be required.
The salary will be reviewed as of 1 July 2000.
ss.3 Holiday
Xx. Xxxxxx has an annual holiday entitlement of 30 days, to which are counted
all days upon which Xx. Xxxxxx is obliged to work normal hours. The start date
and length of vacation will be set by agreement with his superior.
The loss of working time caused by marriage, moving house, birth of a child,
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convalescence (illness), death of a close relative, etc. will not normally be
counted within the holiday entitlement usage.
ss.4 Health-care and other Benefits
In the case of an inability to carry-out the contractual working duties, which
is not due to own fault, in accordance with ss.616 of the Civil Code, the
remuneration as set out in ss.2 will continue to be paid after expiry of the
statutory period for an additional six weeks. If the period of service (with the
company) lies between three and ten years, then (it will be paid) for eighteen
weeks, and if more than ten years, then for thirty weeks. The amount paid is the
difference between the Sick-Benefit (for privately insured persons in the AOK
scheme) and the salary.
In the case of the death of Xx. Xxxxxx during the period covered by this
contract, the salary of the month of death accrues to the estate of the
deceased. The salary will continue to be paid to spouse, legitimate or
legitimated children for a further period of three months. If such relatives do
not exist, then the salary may be nominated, in full or in part, to other
dependent persons.
To cover such accidental risk, Xx. Xxxxxx is insured, also for injuries in
private life, in the sum of
DM 150.000 for Death
DM 300.000 for Invalidity
Xx. Xxxxxx is included in the Pension Scheme of the company as set out in the
prevalent version.
ss.5 Travel expenses
Travel and other sundry expense which are in the interest of SAS will be
reimbursed to Xx. Xxxxxx against individual receipt. The travel expense
regulations relevant at the time are to be observed.
ss.6 Confidentiality
Xx. Xxxxxx undertakes to maintain confidentiality on all matters pertaining to
his duties and to the contents of this contract, also following termination of
this employment contract, to the extent that he is not obliged by law to such
disclosure. On termination of the employment, all business papers and other
documents are to be returned to SAS without the retention of copies. No right of
retention is permitted.
ss.7 Creative ideas from employment environment
The work-place is covered by regulations for the further use of creative ideas
gained in the work-place and these are covered by legal requirements (to date
the Gesetz uber Arbeitnehmererfindungen in the version of 15 August 1986-
ArbNErfG -) and the company SAS internal work-place regulations in the currently
valid version.
In addition, Xx. Xxxxxx has stated his agreement to place at the disposal of SAS
all discoveries which he may make within a period of two years after he leaves
the company, if those discoveries relate to his duties at SAS, or are primarily
arising from the experience or work there, unless this is prevented by law.
ss.8 Data Protection
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In agreeing to this contract the requirements of the Data Protection legislation
on the use of personal information (storage, transfer and changing) as set out
in ss.ss.3 and 23 et seq Bundesdatenschutzgesetz (BDSG) are agreed to.
Xx. Xxxxxx therefore declares himself in agreement that his personal
information, to the extent that they are necessary for the employment contract
and its orderly conduct, may be stored, changed, deleted or out of other created
out of other details.
ss.9 Ancillary employment
The undertaking of ancillary employment requires the prior approval of the board
of directors.
Publications and speeches of Xx. Xxxxxx, to the extent that they impact SAS,
require the agreement of his direct superior.
Similar rules apply for the legal or economic participation in other companies
and in the representation in supervisory authorities of other companies.
Any position which Xx. Xxxxxx assumes by reason of his employment contract, will
be laid aside on request and under all circumstances on the termination of the
employment contract.
For the period of his employment the competition rules of ss.60 of the Civil
Code remain in force.
ss.10 Contract Period
This contract is for a fixed period and commences on 1 January 1998 and
terminates on 31 December 2002 without the need for any termination notice.
At the latest by January 2002 the contract parties will negotiate for the
inception of a follow-on contract.
SAS is able, on taking account of outstanding holiday entitlement and other
non-working periods, to place Xx. Xxxxxx on home-leave (that is: be suspended
from duties) subject to continued payment of the regular salary.
ss.11 Company Car
Xx. Xxxxxx is allowed, until further notice, to use a car of middle category in
the course of his duties. The vehicle may, in addition to business functions, be
used for private purposes. The total costs of the vehicle (leasing rate and
running costs) may not exceed 150% of the regulation price. The regulation price
for 1998 is DM 24.000 pa and will be reviewed annually. The benefit in kind will
be taxed on Xx. Xxxxxx at the currently valid rates.
ss.12 Legal jurisdiction
The legal jurisdiction for all claims arising under this contract is the place
of residence of Xx. Xxxxxx, namely Neumunster.
ss.13 Concluding agreements
With the inception of this contract all earlier agreements over an employment
relationship are rescinded. Changes and additions to this contract require the
written form to be legally effective.
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In the event that any individual elements of this contract are invalid or may
become invalid, the other elements of the contract are unaffected. In place of
the invalid clause a substitute clause is valid which achieves the nature and
objective of the invalid clause. In the case of omissions, the clause becomes
valid which would reflect the nature and objectives of this contract had the
opportunity been available to consider the matter initially.
All claims, from either party, whether from the contract or the contractual
relationship, become barred if they are not made in writing within three months
of the due date of the claim.
Should the counterparty refute the claim, or should the claim not be agreed to
within three weeks then the claim becomes barred if the claim is not pursued in
court within a period of three months after the refuting or the expiration of
the three week explanation period.
ss.14 Other agreements
For all rights and duties under this contract the commencement date of the
employment contract is 1 February 1988.
Neumunster, 30 January 1998
Xxxxx-Sundstrand GmbH & Co.
signed Xx. X. Xxxxxxx.......Xx.X.Xxxxxxx......Xx.Xxxxxx Xxxxxx
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