Exhibit 10.4
THIS AGREEMENT is made the th of , 2001 between
1. Autoliv Inc. ("the Company")
and
2. Mr , personal code number ("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 preliminary from , and
thereafter unless and until terminated by either party hereto
giving to the other 12 calendar months' (the Company) respectively
6 months' (the Appointee) previous notice in writing to terminate
the employment expiring at the end of the notice time. The said
employment shall in any event terminate on the last day of the
month preceding the 65th birthday of the Appointee.
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 authorized holiday use his best
endeavours to promote the interests of the Company and those of
its subsidiary 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
subsidiary 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 Chief Executive Officer
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 an entity as an investment.
4. a) As remuneration for his services hereunder the Appointee shall
from , receive a gross salary at the rate of SEK 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.
b) The Appointee is entitled to an annual profit-oriented bonus
that for at target EBT level will amount to SEK annual
rate anal reviewable annually on the first day of January in
each and every succeeding year of the term commencing with
the 1st of January.
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
year the Appointee is entitled to stock options, granted
on the first day of employment, to a value of SEK .
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 provide 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 Company pays pension premiums for the Appointee in accordance
with the Swedish ITP collective agreement between Swedish Employers
Federation and the main Swedish employees federations for salaried
employees.
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 not 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 is 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
undertaking.
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 and 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.
Xxxx-Xxxxx Patring
Vice President
Human Resources
Schedule to Exhibit 10.4
Form of Employment Agreement
The Employment Agreements between Autoliv, Inc. and the officers
named below are identical in all material respects other than with respect
to the date of the agreement, compensation information and the employment
position of each officer. The date of each agreement and position of each
officer are as follows:
Executive Position Date
Xxxxxx X. Xxxxxxxx Vice President Legal, General Counsel, Secretary 4/30/97
Xxxx Xxxxxxxxx Vice President Quality 4/30/97
Xxx Xxxxxx Vice President Engineering 9/30/97
Xxxxxx Xxxxxxxxx Vice President, Chief Financial Officer 2/22/01
Yngve Haland Vice President Research 4/30/97
Mats man Director Corporate Communications 4/30/97
Xxxx Xxxxxxxx Chief Information Officer 2/7/01
Halver Jonzon Vice President Purchasing 7/5/01
Xxxx-Xxxxx Patring Vice President Human Resources 3/12/01
