EXHIBIT 10.18
[Letterhead of ▇▇▇▇▇▇▇-▇▇▇▇▇▇ International Inc.]
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Date 5. November 2001
Reference PB/vg
Direct Dial ▇▇▇ ▇ ▇▇▇ ▇▇ ▇▇
Telefax ▇▇▇ ▇ ▇▇▇ ▇▇ ▇▇
EMPLOYMENT AGREEMENT
between ▇▇▇▇▇▇▇-▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ Greifensee, and ▇▇▇
▇▇▇▇▇▇, born July 26, 1950, citizen of Switzerland.
The parties enter into an employment agreement on the terms and
conditions set forth below:
Function Head of the Industrial Division, Member of
the Group Management Committee (GMC) of the
▇▇▇▇▇▇▇ TOLEDO Group
Employing Company/ ▇▇▇▇▇▇▇-▇▇▇▇▇▇ GmbH, Greifensee.
Position Location If not otherwise stipulated in this
agreement, the general rules of employment
("Allgemeine arbeitsvertragliche Bestimmungen
(AVB)" of our Swiss operations) apply.
Remuneration BASE SALARY of CHF 240'000.-- gross per
annum, effective October 1, 2001, payable in
twelve equal monthly installments of CHF
20'000.--. This base salary remains unchanged
until March 31, 2003.
Participation in the INCENTIVE PLAN POBS PLUS
for Members of the Group Management of
▇▇▇▇▇▇▇ TOLEDO (Regulations valid as of March
14, 2000 enclosed).
The BONUS, in addition to the yearly base
salary, is based and calculated on the grade
of target achievement at the end of the
business year, as follows:
o 4.50% of base salary for the range of
90-110 target points;
o 3.75% of base salary for the range of
111-130 target points.
For 100% target achievement, the bonus is CHF
108'000.-- gross (45% of the base salary).
Expenses
EXPENSE ALLOWANCE according to the
"Spesenreglementserganzung Gruppenleitung"
(enclosed) of CHF 10'500.-- per annum,
payable in twelve monthly installments of CHF
875.--. No commuting allowance will be paid.
Stock Options
Participation in the ▇▇▇▇▇▇▇ TOLEDO Stock
Option Plan as may be amended from time to
time. ▇▇▇ ▇▇▇▇▇▇ will be granted 30'000 Stock
Options at the next ordinary grant date,
after taking up the GMC function.
Personnel Insurance o Participation in the ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Fonds
(pension plan for GMC members).
o Additional Accident Insurance, Disability
Insurance (coverage of salary in case of
illness and accident)
The premiums for all these insurances are
fully paid by ▇▇▇▇▇▇▇ TOLEDO. The base for
the insured salary in the ▇▇▇▇▇▇▇-▇▇▇▇▇▇
Fonds and other personnel insurances is CHF
268'909.-- (77.2727% of Target Salary).
Holidays 30 working days per calendar year, including
compensation for overtime ("Zeitregelung mit
pauschaler Abgeltung").
Duration/ This employment agreement starts on October
Notice Period 1, 2001. It is of unlimited duration. The
notice period is 6 months for both parties.
Non-Competition While ▇▇▇ ▇▇▇▇▇▇ is employed by ▇▇▇▇▇▇▇
TOLEDO, and for a period of twelve months
after the termination of his employment, ▇▇▇
▇▇▇▇▇▇ shall not knowingly engage in or be
employed in any business anywhere in the
world which competes with the principal
businesses of ▇▇▇▇▇▇▇ TOLEDO.
Previous Employment With the effectiveness of this Employment
Agreements Agreement, all previous agreements with
▇▇▇▇▇▇▇ TOLEDO shall be considered as
cancelled. The acquired years of service
since April 1, 1984 are taken into
consideration where applicable.
Applicable Law and This agreement shall be governed by Swiss
Jurisdiction Law. All disputes concerning the terms and
conditions of this agreement shall be brought
before the ordinary courts in the Canton of
Zurich, Switzerland.
▇▇▇▇▇▇▇-▇▇▇▇▇▇ GmbH The Employee
/S/ /S/ /S/
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Enclosure
