Exhibit 10.6
A G R E E M E N T
This Agreement is made under the 11th of November, 1998 between Autoliv,
Inc. ("the Company")
And
Xxxx Xxxxxxxxxx, personal code number 480626-1691 ("the Appointee")
WHEREBY IT IS AGREED as follows:
1. The Company hereby agrees to employ the Appointee and the Appointee
hereby agrees to serve the Company as Chief Executive Officer and
President preliminarily from February 1, 1999 or from a date to be
agreed upon later on and thereafter unless and until terminated by
either party hereto giving to the other 24 calendar months' (the
Company) respectively 12 months' (the Appointee) previous notice in
writing to terminate the employment expiring at the end of the
notice time.
2. During the continuance of his employment hereunder the Appointee
shall unless prevented by ill health, injury or other incapacity
and except when absent on authorised holiday use his best
endeavours to promote the interest of the Company and those of its
subsidiaries and associated companies and shall during normal
business hours devote the whole of his time, attention and
abilities to the business and affairs of the Company and its
subsidiaries and associated companies. In addition the Appointee
shall devote as much time outside normal business hours to the
performance of his duties as may in the interests of the Company be
reasonably necessary; the Appointee shall not receive any
remuneration in addition to that set out in Clause 4 hereof in
respect of his work during such time.
3. During the continuance of his employment hereunder the Appointee
shall not without the consent of the Chairman of the Board of
Directors directly or indirectly be engaged, concerned or
interested in any business in a manner that would conflict Clause 2
hereof either alone or jointly with or as a director, manager,
agent or servant of any other person, firm or company, provided
that nothing in this clause shall preclude the Appointee from
holding shares, loan, stock or other securities in any entity as an
investment.
4.a) As remuneration for his service hereunder the Appointee shall
receive a gross salary at the rate of SEK 4 400 000 per annum
payable by equal monthly instalments in arrears on the 25th day of
every calendar month and reviewable annually on the first day of
January in each and every succeeding year of the term commencing
with the 1st of January 2000.
b) The Appointee is entitled to an annual profit-oriented bonus that
for 1999 at budget EBT level will amount to SEK 1 500 000 annual
rate and reviewable annually on the first day of January in each
and every succeeding year of the term commencing with the 1st of
January 2000. However, for 1998 the bonus will be fixed to SEK 1
500 000 annual rate.
Regarding the bonus formula, see the enclosed supplement to
Employment Agreement.
c) The Appointee is entitled to participate in the Autoliv, Inc. 1997
Stock Incentive Plan and such subsequent plans at terms, conditions
and with grants decided by the Company's Compensation Committee of
the Board of Directors. All such grants and plans are subject to
shareholder approval. For 1999 the Appointee is entitled to 15 000
stock options.
d) The Company shall provide the Appointee with a motor car for use in
connection with his duties under this Agreement and the Company
shall bear all petrol, maintenance and repair costs, taxes and
insurance in relation thereto, including the cost of all private
mileage.
e) The Appointee is entitled to the Skandia Medical Care Insurance.
f) Normal conditions of Employment as issued by the Company apply.
5. The Company shall pay to or reimburse the Appointee for all
travelling, hotel and other expenses wholly exclusively and
necessarily incurred by him in the performance of his duties under
this Agreement. The Appointee shall on being so required provided
the Company with vouchers or other evidence of actual payment of
the said expenses.
6. The Appointee is entitled to yearly holidays amounting to the legal
minimum holiday days (at present 25) plus five days. The Swedish
holiday law regulates such holiday entitlement including extra
vacation pay.
7. The Appointee has the right and, if not otherwise agreed upon, the
obligation to retire on the last day of the month preceding his
60th birthday. The pension until the month preceding the
Appointee's 65th birthday will amount to 60 percent of the annual
gross salary when retiring or when leaving the Company. This
benefit will accrue on a straight line between the date of
employment and May 31, 2008. The Company shall fund such promise if
the employment would cease before retirement date.
From the month of the Appointee's 65th birthday, he is entitled to the
following pension benefits.
A. The Company pays ITP premiums according to the so called
35/25 rule.
B. The Appointee is entitled to a complementary pension
amounting to 32,5% of the gross salary (when retiring)
between 20 and 30 so called Basbelopp (Bb). 50% of the
amount between 30 and 100 Bb 32,5% of the amount above 100
Bb.
If the Appointee will die, his widow is entitled to a pension that is 50
percent of the Appointee's complementary pension. Furthermore, the
Appointee is, in case of a long sickness period, entitled to an insurance
covering part of the lost remuneration benefits.
All these entitlements are described in the enclosed "Pensionsavtal".
8. The Appointee shall not during or after the termination of his
employment hereunder disclose to any person, firm of company
whatsoever or use for his own purpose or for any purposes other
than those of the Company any information relating to the Company
or its subsidiary or associated companies or its or their business
or trade secrets of which he has or shall hereafter become
possessed. These restrictions shall cease to apply to any
information which may come into the public domain (other than by
breach of the provisions hereof).
The Appointee shall upon the termination of his employment
hereunder for whatever reason immediately deliver up to the Company
all designs, specifications, correspondence and other documents,
papers, the car provided hereunder and all other property belonging
to the Company or any company within the Group or which may have
been prepared by him or have come into his possession in the course
of his employment.
9. The Appointee must have during 12 months following the termination
of this employment (i) accept employment within such part of a
competitor of the Company, so that it can make use of such
confidential information relating to the Company that the Appointee
has obtained in his employment with the Company, (ii) engage
himself as partner or owner in such competitor of the Company nor
act as advisor to such competitor.
This non-competition engagement is not applicable when
a) the Company has given notice of terminating the employment, unless
the termination is caused by a breach of the provisions in this
Agreement by the Appointee
b) the Appointee has given notice of terminating the employment
because of the Company's breach of the provisions in this
Agreement.
Breach of the provisions means such a situation when the other party has
the right to terminate this Agreement with immediate effect.
If the Appointee does not comply with this non-competition engagement, the
Company is entitled to damages amounting to 6 times the average monthly
gross salary that the Appointee has received during the last 12 months
before leaving the Company.
If this Agreement is terminated for any other reason than retirement, the
Company shall pay, as a compensation for the inconvenience of the
non-competition engagement, per month, the difference between the
Appointee's monthly gross salary when the employment terminates and the
lower salary, that the Appointee may earn in a new employment. This payment
shall not exceed 60 percent of the Appointee's gross salary when leaving
the Company and the maximum time for the payments in 12 months. The
Appointee has continuously to inform the Company of his gross salary in his
new employment. This provision shall apply also if the Appointee has got no
new employment. No payments will be made after retirement.
10 a) The general nature of any discovery, invention, secret process
or improvement made or discovered by the Appointee during the
period of the Appointee's employment by the Company (hereinafter
called "the Appointee's Inventions") shall be notified by the
Appointee to the Company forthwith upon it being or discovered.
b) The entitlement as between the Company and the Appointee to the
Appointee's Inventions shall be determined in accordance with the
current Swedish Patent Act and the Appointee acknowledges that
because of the nature of his duties and the particular
responsibilities arising therefrom he has a special obligation to
further the interests of the Company's undertakings.
c) Where the Appointee's Inventions are to be assigned to the Company,
the Appointee shall make a full disclosure of the same to the
Company and if and whenever required to do so shall at the expense
of the Company apply or joint with the Company or other persons
required by the Company in applying for letters, patent or other
equivalent protection in Sweden and in any other part of the world
of such Appointee's Inventions.
11. This Agreement takes effect in substitution of all previous
agreements and arrangements whether written, oral or implied
between the Company and the Appointee relating to the employment of
the Appointee without prejudice to any rights accrued to the
Company or the Appointee prior to the commencement of his
employment under this Agreement.
12. Disputes regarding this Agreement shall be settled by arbitration
in accordance with the Swedish Arbitration Act. The arbitration
shall take place in Stockholm. The provisions on voting and
cumulation of parties and claims in the Swedish Procedural Code
shall be applied in the arbitration.
All costs and expenses for an arbitration, whether initiated by the
Company or by the Appointee, including the Appointee's costs for
solicitor, shall be borne by the Company.
13. This Agreement shall be governed by the construed in accordance
with Swedish law including its rules as to the conflict of laws.
IN WITNESS whereof this Agreement has been executed the day and year first
above written.
The Company: The Appointee:
Autoliv, Inc.
/s/ Gunnar Bark /s/ Xxxx Xxxxxxxxxx
Xxxxxx Bark Xxxx Xxxxxxxxxx
Chairman & CEO
SUPPLEMENT TO EMPLOYMENT AGREEMENT FOR XXXX XXXXXXXXXX
This is to confirm for 1999:
THAT you are entitled to an EBT-related bonus according to the following
formula:
A. EBT for ALV
The bonus starts from zero at actual EBT = 70% of BU EBT and
reaches SEK 1 500 000 when actual EBT = BU EBT.
The bonus increases at the same rate up to a cap amounting to SEK 3
000 000 when actual EBT = 1,3 times BU EBT.
The bonus is payable after written confirmation from VP Human Resources of
Autoliv, Inc. when the annual accounts have been approved. The bonus
formulas are subject to annual review.
Stockholm, November 11, 1998
Autoliv, Inc.
/s/ Gunnar Bark
Gunnar Bark
Chairman & CEO
