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Employment Agreement

 

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Title:

Employment Agreement

Entities:

Summa Industries

Date:

2006

Size:

Preview shows 9KB of 30KB total

Price:

$35

ID:

#2500647

 

 

► Employment ► Employment Agreements
► Commodities ► Plastic & Rubber

 

 

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EMPLOYMENT AGREEMENT

In consideration of the mutual promises and agreements set forth below, HABASIT HOLDING USA, INC. (the Company) and JAMES R. SWARTWOUT (the Executive) agree to enter into this EMPLOYMENT AGREEMENT (the Agreement), dated as of August 31, 2006 and effective as of the closing date (the Effective Date) of the transactions contemplated by that certain Agreement and Plan of Merger, of even date herewith, by and among Habasit Holding AG, the Company and Summa Industries, as follows:

1.             Employment

The Company shall employ Executive, and Executive shall be employed by the Company, upon the terms and subject to the conditions set forth herein.

2.                                      Term

The initial term of Executives employment hereunder (the Employment) shall commence as of the Effective Date and shall continue for a period of three (3) years from the Effective Date (the Initial Term), unless the Employment is sooner terminated pursuant to the terms of this Agreement.  After the Initial Term, the term of the Employment shall continue until terminated pursuant to the terms of this Agreement.

3.                                      Duties and Responsibilities

(a)                                  Executive shall serve as the president, chief executive officer and chief financial officer of the Company and Executives duties shall include those duties assigned to him by the Board of Directors of the Company, which may include duties related to the Companys affiliates and subsidiaries, as determined by the Board of Directors of the Company.  Without limiting the generality of the foregoing, Executive shall be responsible for implementing the strategy of the Company and its subsidiaries, preparing annual budgets for approval by the Companys board of directors, reporting monthly financial results to the Board of Directors of the Company informing the Board of Directors of the Company of business opportunities and risks and the strategic implications thereof, complying in all respects with the policies of the Habasit group of companies and all applicable laws, and such further duties as generally performed by the chief executive officer and chief financial officer of a company, or as may be assigned to him from time to time by the Board of Directors of the Company (including serving on the board of directors and executive counsel of affiliates of the Companys parent, Habasit Holding AG).

(b)                                  Executive shall faithfully serve the Company, devote Executives full working time, attention and energies, no less than 40 hours per week on average, to the business of the Company, its subsidiaries and affiliated corporations, and perform Executives duties hereunder to the best of Executives abilities.




4.                                      Compensation and Benefits

(a)                                  Base Salary

The Company shall pay Executive a base salary, to be paid monthly in arrears, in the amount of three hundred eighty five thousand dollars ($385,000) (the Base Salary). The Company may, in its sole discretion, increase the Base Salary from time to time as it deems appropriate.  The Base Salary shall be paid in accordance with the Companys standard payroll practice for employees of a similar type and position as Executive.  Payment by the Company of the Base Salary shall cease upon Executives death.

(b)                                  Bonuses

As soon as practicable after the end of each fiscal year, but in no event later than 90 days after the end of each fiscal year, Executive may receive a cash bonus on a calendar year basis as determined by the Board of Directors of the Company.  The method of calculating such bonus shall be agreed upon by the Executive and the Company following the Effective Date, provided, that the Executive and the Company anticipate that the mechanism for calculating such bonus shall be substantially similar to the following for each fiscal year:

(i)            In the event that each of (A) the Companys net revenue, and (B) the Companys earnings before interest and taxes (EBIT) (in each case excluding extraordinary income) is equal to or greater than the Companys net revenue and EBIT for the previous fiscal year, Executive shall be eligible to receive a base bonus equal to sixty five thousand dollars ($65,000) (the Base Bonus).


 

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