EXHIBIT 10.54
10 February 2003
▇▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
C/o Ocean Conversion Cayman Ltd.
▇▇▇▇▇▇ Town
Cayman Islands
Dear ▇▇▇▇▇▇
RE: EMPLOYMENT CONTRACT
Subject to completion of the acquisition of DesalCo Limited by Consolidated
Water Co. Ltd. and your obtaining a Work Permit from the Cayman Islands
Government, I am pleased to offer you employment with Consolidated Water Co.
Ltd. ("the Company") as VICE PRESIDENT OF ENGINEERING with effect from the later
of your obtaining the work permit and 9 February 2003 and on the following terms
and conditions.
1. This agreement cancels all previous agreements between yourself and Ocean
Conversion (Cayman) Limited who has signed it signifying its agreement to
this cancellation and to the next following paragraph;
2. Your hire date is 8 October 1995 for the purpose of determining any rights
or benefits you may have under Cayman Islands Labour Law and in
consideration of this, you abandon any rights you may have against Ocean
Conversion (Cayman) Limited in respect of any payments to which you might
otherwise have been entitled under your contract with Ocean Conversion
(Cayman) Limited or the laws of Cayman Islands;
3. Your immediate supervisor is the President of Consolidated Water Co. Ltd.;
4. Your base salary is CI$82,000 per year, which will be paid to you on a
semi-monthly basis. Your job performance will be reviewed at the end of
each fiscal year. You may be granted a base salary increase based on the
results of each performance review;
5. Further, for each complete financial year, or pro rata in respect of a part
thereof, beginning with the financial year 2003, during which you serve as
Vice President of Engineering, you will be paid not later than March 15th
following the end of each financial year, a bonus of 0.6% of the sum of the
net profits of (i) Ocean Conversion (BVI) Ltd. and (ii) DesalCo (Barbados)
Ltd., calculated before charging this bonus and before charging dividend or
crediting any amount accruing from the re-valuation of those companies'
assets;
6. You will perform your duties under this Agreement during normal business
hours from Monday through Friday inclusive (save on public holidays) but
accept that your duties, which include frequent traveling on the Company's
business both within the Cayman Islands and abroad, will require work to be
undertaken outside normal working hours, and on Saturdays, Sundays and bank
and public holidays. You further accept that in the event that you are
required to work outside normal working hours, you shall be deemed to be
performing managerial and supervisory functions on behalf of the Company
and no overtime pay shall be payable as the same has already been taken
into account in the rate of your overall salary. However you may be granted
extra time off in exchange for additional time worked;
7. You are entitled to four (4) working weeks as vacation leave each year. You
must obtain prior approval from the President for the specific dates and
times of your vacation leave. You may be allowed, with the prior approval
of the President, to carry forward into the next year any or part of your
un-used vacation. You are allowed to miss up to ten (10) working days per
year in the event that you are ill and cannot work, without deduction from
your salary. You are entitled to receive pay for all public holidays in the
Cayman Islands. You are entitled to a one hour lunch break each working
day;
8. The Company will provide health insurance for you and your family with
British Caymanian Insurance Company Limited, or another suitable health
insurance provider as determined by the Company from time to time, to at
least the coverage required by law and will meet the full cost of premiums
for the insurance. The health insurance will provide major medical
coverage, and may provide other additional benefits at the discretion of
the Company. You will be responsible for paying any deductibles or
co-payments in accordance to the terms and conditions of the insurance
provided by the Company;
9. The Company will enroll you as its employee in the Cayman Islands Chamber
of Commerce Pension Plan, or another suitable pension plan as determined by
the Company from time to time, and will contribute into your pension
account those amounts required by Law from time to time;
10. The Company will provide you with a suitable automobile in the Cayman
Islands for your business and reasonable personal use;
11. All expenses for which you claim reimbursement must be within pre-approved
budgets. Subject to this, the Company must reimburse you for the all
reasonable expenses you incur on behalf of the Company upon the production
of the necessary vouchers or your verifying, to the Company's satisfaction,
the amount that you have spent, even though you are unable to produce
vouchers;
12. Your primary place of work will be any part of the Cayman Islands. However
you will be required to travel frequently, and from time to time it may be
necessary to temporarily locate you at any one of the Company's other
2
places of business or subsidiary operations, in which case the same terms
and conditions will apply except that suitable accommodation will be
provided at no cost to yourself;
13. You will be required to give ninety (90) days' written notice to Company
should you decide to resign your position, and the Company is required to
give ninety (90) days' written notice to you should your employment be
terminated for reasons other than gross negligence or misconduct. In the
case of gross negligence or misconduct by yourself on the job, your
employment may be terminated immediately. If your employment is terminated
for cause, the Company will not pay you compensation except to the extent
required by law;
14. You are required at all times to follow written Company safety policies;
15. The Company reserves the right to regularly carry out random screenings of
its employees for use of illegal drugs.
If you choose to accept these terms of employment please indicate so by signing
in the space below.
Yours sincerely,
FOR CONSOLIDATED WATER CO. LTD.
/s/ ▇▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
PRESIDENT
I, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, accept the above offer of employment made to me on these
terms and conditions.
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ FEBRUARY 10, 2003
----------------------------------------------- ------------------
Signature Date
On behalf of Ocean Conversion (Cayman) Limited:-
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ FEBRUARY 10, 2003
----------------------------------------------- ------------------
Signature Date
3
