EXHIBIT 10.11
[LETTERHEAD OF CALCOMP]
AGREEMENT
The following agreement is hereby made between
1. CalComp Inc., 0000 Xxxx Xx Xxxxx Xxxxxx, Xxxxxxx, Xxxxxxxxxx 00000 XXX,
represented by Mr. Xxxx Xxxx, president of CalComp Inc.
2. CalComp GmbH, Xxxxxxx-Xxxxxx-Xxxxxxx 0,00000 Xxxxx, Xxxxxxx,
represented by its sole shareholder, CalComp Inc., the latter being
represented by Mr. Xxxx Xxxx, president of CalComp Inc.
and
3. Xx. Xxxxxxxx Xxxxxxx, Xx Xxxxxxx 00, 00000 Xxxxxxx, Xxxxxxx.
1.0 Xx. Xxxxxxx is the managing director ("Geschaeftsfuehrer") of CalComp
GmbH and vice president, Europe, for the CalComp group. He carries out
his activities on the basis of the employment contract of December
1, 1987, together with the supplements of November 22, 1988; June
17, 1993; and August 23, 1994.
2.0 Xx. Xxxxxxx is hereby appointed senior vice president for Worldwide
Marketing, Sales, and Service of CalComp Inc. This does not affect his
activities as managing director ("Geschaeftsfuehrer") and his employment
contract together with the supplements of November 22, 1988; June 17,
1993; and August 23, 1994; apart from the time restriction modifications
set out under point 4.0 of this agreement.
2.1 It is agreed that Xx. Xxxxxxx will continue to perform activities on
behalf and to the benefit of the German GmbH. Xx. Xxxxxxx will
therefore also spend, to a certain extent, working days with CalComp
GmbH in Neuss. Therefore, the appropriate split between CalComp GmbH and
CalComp Inc. of the remuneration payments to Xx. Xxxxxxx has to be
determined. Insofar as the remuneration relates to CalComp GmbH and is
paid by CalComp GmbH, social security charges and wage taxes have to be
withheld.
2.2 CalComp GmbH shall continue to provide all other benefits and fulfill
all other obligations to which Xx. Xxxxxxx is entitled in accordance
with the employment contract.
3.0 Along with the above mentioned appointment, the remuneration of Xx.
Xxxxxxx per Section 3 of the employment contract from December 1, 1987,
will be increased to DM 372,484 for the annual base salary and to 40
percent of the annual base salary for the targeted Management Incentive
Compensation Plan award. For 1996, Xx. Xxxxxxx will receive a bonus
payout of DM 146,014 (MICP and bonus).
Agreement:big Page 1 of 2 June 25, 1996
4.0 Xx. Xxxxxxx shall perform his activities for the CalComp group between
July 8, 1996, and June 30, 1997, primarily from Anaheim, California USA.
Upon completion of this temporary assignment period, with management
concurrence, Xx. Xxxxxxx may choose to operate as senior vice president
for Worldwide Marketing, Sales, and Service from the CalComp office in
Neuss.
5.0 The guidelines for Xx. Xxxxxxx'x temporary assignment will be Lockheed
Xxxxxx Corporate Policy Statement 539. Exceptions from that will be
approved by Xx. Xxxx.
6.0 Tax assistance will be provided to Xx. Xxxxxxx through CalComp's agent,
presently Ernst & Young, under the provisions covered by the Lockheed
Xxxxxx policy as follows:
- Preassignment Consultation
- Tax Preparation
- Tax Protection
Anaheim: 6-25-96 Neuss: 6-25-96
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(date) (date)
/s/ Xxxx Xxxx /s/ Xxxx Xxxx
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Xxxx Xxxx for CalComp Inc. Xxxx Xxxx for CalComp GmbH
Erkrath: 6-25-96
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(date)
/s/ Xxxxxxxx Xxxxxxx
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Xxxxxxxx Xxxxxxx
Agreement:bjg Page 2 of 2 June 25, 1996
[LETTERHEAD OF CALCOMP INC.]
June 25, 1996
Xx. Xxxxxxxx Xxxxxxx
Im Xxxxxxx 19
10699 Erkrath
GERMANY
Dear Xx. Xxxxxxx:
RE: YOUR TEMPORARY ASSIGNMENT TO CALCOMP INC., ANAHEIM, CALIFORNIA USA
This letter confirms our discussion relative to the terms and conditions of your
assignment based on the following guidelines of Lockheed Xxxxxx Corporate Policy
Statement No. CPS-539 which states: "Lockheed Xxxxxx will compensate
employees for extraordinary and additional expenses incurred in preparation for,
while on, or in returning from a nondomestic assignment. It is the intent of
this CPS to provide guidelines and maximum reimbursement levels for certain
reasonable and necessary expenses in a manner that will minimize the financial
impact of out-of-pocket expenses while an employee is on such as assignment."
This policy has been applied as follows:
SPOUSE: CalComp Inc. will reimburse the costs of travel, lodging, and other
expense of your spouse associated with accompanying you or the cost of
transportation and other expenses associated with visitations by your spouse.
(Six round trips of business class travel not to exceed $5,000 each trip.)
FOREIGN SERVICE PREMIUM (FSP): You will be provided a 10 percent FSP during the
temporary assignment. This premium is intended to compensate you for leaving
familiar working and living conditions. The FSP will be calculated on your base
pay at the time of the assignment and will be adjusted each time the base salary
changes.
TRAVEL AND RELATED EXPENSES: For traveling to and from the temporary
assignment, you will be reimbursed reasonable and actual food, lodging, and
travel expenses from point of origin to the host location and return.
FOOD AND LODGING: For the duration of the temporary assignment, CalComp
will pay your lodging (not to exceed $2,000 a month), a per diem amount $38 a
day to you to cover food and other expenses, and a per diem amount of $25 a day
for your wife when she is visiting to cover food and other expenses.
VEHICLE: CalComp Inc. will provide a leased vehicle for you at the host
location (not to exceed $1,000 a month). You will be reimbursed for expenses
associated with the use of the vehicle.
Xx. Xxxxxxxx Xxxxxxx Page 2 of 2 June 25, 1996
HOME COUNTRY HOUSING: You will be reimbursed for reasonable actual fees for
supervision of premises, nominal grounds maintenance, and increased insurance
premiums to the extent incremental to current costs.
RESIDENCE LOCATION FEES: CalComp will provide assistance in locating a
temporary residence with our approved vendor and pay related fees and reasonable
deposits.
PERSONAL EFFECTS: You will be reimbursed for the transportation of up to
1,500 pounds of personal effects to and from your nondomestic location via air
freight or surface transportation, as appropriate.
INOCULATIONS/PASSPORT: You will be reimbursed for all expenses involved in
securing required physical examinations, necessary inoculations, passports,
visas, and other pertinent documents for you and your spouse.
MEDICAL EXPENSE REIMBURSEMENT: You will be reimbursed for medical, hospital, and
dental charges incurred by you and your spouse in excess of the charges you
would normally have incurred for similar treatment in your home country. There
will be no duplicate coverage of benefits provided.
EMERGENCY LEAVE AND MEDICAL REPATRIATION: CalComp Inc. will establish reasonable
practices regarding personal emergency situations and procedures for medical
repatriation. In the event of your death, all reasonable transportation expenses
to the point of origin will be paid by CalComp Inc.
PAYMENT PROCEDURES: During the assignment, 27 percent of your base salary
will be paid to you by CalComp GmbH in German DM. 73 percent of your base
salary, total MICP, bonus, FSP, all expense reimbursements, as well as expenses
and allowances as per (S) 4 point #1 of the employment contract of December
1, 1987, will be paid to you by CalComp Inc. in U.S. dollars. Pay periods end
every-other Friday. We will use the DM currency exchange rate from the Wall
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Street Journal for the day immediately preceding the submission of payroll for
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processing.
GENERAL: If you voluntarily terminate employment or are terminated for
cause while on the temporary assignment, all allowances related to the temporary
assignment will cease on the date of termination. Reimbursement will be paid
for reasonable and actual travel and related expenses incurred in returning you
and your spouse to the point of origin, not to exceed cost of being transferred
to Anaheim.
Sincerely,
/s/ Xxxx X. Xxxx
Xxxx X. Xxxx
President
CalComp Inc. Accepted: /s/ Xxxxxxxx Xxxxxxx 6-25-96
____________________ _______
Xxxxxxxx Xxxxxxx (date)