EXHIBIT 10.8
EXPATRIATE EMPLOYMENT AGREEMENT
This Agreement is made and effective this 11th day of July, 1995, by and
between Opto Sensors, Inc., a California corporation having offices at 00000
Xxxxxxx Xxx., Xxxxxxxxx, XX 00000 ("OSI") and Xxxxxx X. Xxxxxxx, an individual
residing at 00 Xxxxx Xxx, Xxxxxxxxx, XX 00000 ("Xxxxxxx").
OSI, through various subsidiary corporations, designs and manufactures
electronic assemblies, among which are Opto Sensors, Singapore, a Singapore
corporation having offices at 000 Xxxxxxxxx Xxxx, #00-00/00, Xxxxxxxxx 1233
("OSS") a wholly-owned subsidiary of OSI, and Opto Sensors, Malaysia, a
Malaysian corporation having offices at Xxxxxx Xxxxxxxxxx Xxxxxx Xx. 0, #0 Xxxxx
Xxxxx 0/0, 00000 Xxxxx Xxxxx, Xxxxx, Xxxxxxxx, a wholly-owned subsidiary of OSI.
OSI desires to employ Xxxxxxx as Managing Director of OSS and OSM for a
period of not less than two years and Xxxxxxx agrees to serve as Managing
Director for such term. After the initial term of two years, both parties agree
to give a minimum of six months notice to the other of intent to terminate this
agreement.
OSI agrees to offer Xxxxxxx a comparable position in the corporation
upon termination of this agreement.
OSI will, with the full cooperation of Xxxxxxx but at the company's
expense, assure that work permits or other authority to work in Singapore and
Malaysia will be obtained and that permanent resident visas are obtained for
Malaysia for Xxxxxxx and his wife.
OSI agrees to pay Xxxxxxx, from the time of his arrival in Malaysia, a
salary of One Hundred Twenty Five Thousand dollars ($125,000) per annum for the
first year of this agreement in monthly installments of Ten Thousand Four
Hundred Sixteen Dollars and Sixty Seven Cents ($10,416.67) to be deposited in
accounts in the United States, Singapore and Malaysia as directed by Xxxxxxx. At
the beginning of this agreement, such deposits will be:
a. Seven Thousand Seven Hundred Fifty Dollars ($7,750.00US)
b. One Thousand Three Hundred Thirty Three and 33/100 US dollars
($1333.33US) in Singapore at an initial Exchange rate of $1.00 US equals $1.40
Singapore or One Thousand Eight Hundred Sixty Six and 67/100 Singapore Dollars
($1866.67S),
c. One Thousand Three Hundred Thirty Three and 33/100 US Dollars
($1333.33US) in Malaysia at a initial Exchange rate of $1.00 US equals $2.45
Malaysian or Three Thousand Two Hundred Sixty Six and 66/100 Malaysian Ringgit
($3266.66M)
d. During the first month of residence in Malaysia, OSI will pay to Xxxxxxx
the Malaysian Ringgit equivalent Five Thousand US Dollars, or Twelve Thousand
two hundred fifty Ringgit ($12,250.00M) as a one time payment for initial
outfitting in Malaysia. Such payment will be deducted by OSI from that month's
deposit to Xxxxxxx'x US account.
e. The rates of exchange for deposits made in Singapore and Malaysia shall
remain fixed for the first year of Xxxxxxx'x employment at OSS/OSM and will be
reexamined by the parties at the beginning of each successive year.
OSI agrees to provide housing selected by Xxxxxxx and utilities, for which
payment will be made by OSM, for which Xxxxxxx agrees to reimburse the company
or, alternatively, agrees to have the company deduct from Xxxxxxx'x salary prior
to deposit in the US, Singapore or Malaysia.
OSI agrees to provide an automobile selected by Xxxxxxx through OSM to
Xxxxxxx for which Xxxxxxx agrees to reimburse the company or, alternatively,
agrees to have the company deduct from Xxxxxxx'x salary prior to deposit in the
US, Singapore or Malaysia. Automobile insurance will be provided by the company
as a company car.
OSI agrees to pay for packing, freight and cartage of Xxxxxxx'x household
goods to the place of residence in Malaysia, or to pay packing, cartage and
storage of household goods not taken to Malaysia. Xxxxxxx agrees to schedule
movement of household goods by sea and air to provide for a lowest cost
combination of household goods move and temporary living accomodation and meal
expenses. Estimates for material, packing, storage and transport will be
provided for OSI review and agreement prior to Xxxxxxx'x move to Malaysia.
OSI agrees, upon termination of this agreement and Xxxxxxx'x employment in
Malaysia, to pay to return Xxxxxxx'x household goods from Malaysia or from
storage whether or not Xxxxxxx returns to the US as an employee of OSI or one of
its subsidiaries.
OSI agrees to provide temporary living accomodations and meal expenses for
a period of not more than two weeks for Xxxxxxx and his wife during the period
Xxxxxxx'x household goods are in transit.
OSI agrees to award Xxxxxxx options for Five Thousand Shares of OSI stock
effective upon the date of Xxxxxxx'x employment at OSS and OSM at the then-
current value for management incentive options and, further, agrees to award
Xxxxxxx an additional 5000 options for OSI stock, at the then-current value for
such options, if OSS/OSM achieve a pre-tax profit of $1,000,000US or more during
OSI's 1995/96 fiscal year.
OSI will pay, or reimburse Xxxxxxx for, annual round-trip home-leave coach
airfare for himself and his wife to and from his current place of residence at a
time of Xxxxxxx'x choosing provided such time is not inconsistent with the needs
of the company.
OSI will continue Xxxxxxx'x current AETNA PPO Health Insurance coverage
with the same employee contribution as at present, or, upon any change of
carrier by OSI or such subsidiary as may provide for Xxxxxxx'x insurance,
provide for transfer to such new carrier.
OSI will pay for a Singapore American Club membership for business use of
Xxxxxxx as Managing Director of OSI/OSM. Xxxxxxx will pay for, or reimburse the
company for, personal use of the club facilities.
Portions of this agreement may be duplicated in separate agreements
pertaining solely to that portion of Xxxxxxx'x employment applicable to
Singapore or Malaysia. This agreement shall take precedence over any such other
agreement and, in respect of any errors, omissions or conflict in wording
between this and any other such agreements, the wording or content of this
agreement shall be deemed to be correct.
For OptoSensors, Inc.:
/s/ Xxxx Xxxxx date: 7/12/95 /s/ Xxxxxx X. Xxxxxxx date: 7/12/95
------------------ -------- ---------------------- --------
Xxxxxx X. Xxxxxxx
its: Chief Financial Officer
AGREEMENT FOR EXPATRIATE EMPLOYMENT IN SINGAPORE
1. This Agreement is made and effective this 11th day of July, 1995, by
and between Opto Sensors, Inc., a California corporation having offices at 00000
Xxxxxxx Xxx., Xxxxxxxxx, XX 00000 ("OSI") and Xxxxxx X. Xxxxxxx, an individual
residing at 00 Xxxxx Xxx, Xxxxxxxxx, XX 00000 ("Xxxxxxx").
2. OSI, through various subsidiary corporations, designs and manufactures
electronic assemblies, among which are Opto Sensors, Singapore, a Singapore
corporation having offices at 000 Xxxxxxxxx Xxxx, #00-00/00, Xxxxxxxxx 1233
("OSS") a wholly-owned subsidiary of OSI.
3. OSI desires to employ Xxxxxxx as Managing Director of OSS and OSM for a
period of not less than two years and Xxxxxxx agrees to serve as Managing
Director for such term. After the initial term of two years, both parties agree
to give a minimum of six month's notice to the other of intent to terminate this
agreement.
4. OSI will, with the full cooperation of Xxxxxxx but at the company's
expense, assure that work permits or other authority to work in Singapore will
be obtained and that permanent resident visas are obtained for Malaysia for
Xxxxxxx and his wife.
5. For service as Managing Director of OSS, OSI agrees to pay Xxxxxxx a
monthly salary of One Thousand Three Hundred Thirty Three and 33/100 US Dollars
($1333.33US) in Singapore at an initial Exchange rate of $1.00 US equals $1.40
Singapore or One Thousand Eight Hundred Sixty Six and 67/100 Singapore Dollars
($1866.67S),
6. The rates of exchange for deposits made in Singapore and Malaysia
shall remain fixed for the first year of Xxxxxxx'x employment at OSS/OSM and
will be reexamined by the parties at the beginning of each successive year.
7. OSI agrees to provide housing and utilities for Xxxxxxx and his wife in
Johor Bahru, Malaysis, for which payment will be made by OSM.
8. OSI agrees to pay for packing, freight and cartage of Xxxxxxx'x
household goods to the place of residence in Malaysia, or to pay packing,
cartage and storage of household goods not taken to Malaysia. Xxxxxxx agrees to
schedule
movement of household goods by sea and air to provide for a lowest cost
combination of household goods move and temporary living accommodation and
meal expenses. Estimates for material, packing, storage and transport will be
provided for OSI review and agreement prior to Xxxxxxx'x move to Malaysia.
9. OSI agrees, upon termination of this agreement and Xxxxxxx'x employment in
Malaysia, to pay to return Xxxxxxx'x household goods from Malaysia or from
storage whether or not Xxxxxxx returns to the US as an employee of OSI or one
of its subsidiaries.
10. OSI agrees to provide temporary living accommodations and meal expenses for
Xxxxxxx and his wife during the period Xxxxxxx'x household goods are in transit.
11. OSI will pay, or reimburse Xxxxxxx for, annual round-trip home-leave coach
airfare for himself and his wife to and from his current place of residence at a
time of Xxxxxxx'x choosing provided such time is not inconsistent with the needs
of the company.
12. OSI will continue Xxxxxxx'x current AETNA PPO Health Insurance coverage,
or, upon any change of carrier by OSI or such subsidiary as may provide for
Xxxxxxx'x insurance, provide for transfer to such new carrier.
For OptoSensors, Inc.:
/s/ Xxxx Xxxxx date: 7/12/95 /s/ Xxxxxx X. Xxxxxxx date: 7/12/95
---------------- -------- --------------------- ---------
Xxxxxx X. Xxxxxxx
its: Chief Financial Officer
AGREEMENT FOR EXPATRIATE EMPLOYMENT IN MALAYSIA
1. This Agreement is made and effective this 11th day of July, 1995, by and
between Opto Sensors, Inc., a California corporation having offices at 00000
Xxxxxxx Xxx., Xxxxxxxxx, XX 00000 ("OSI") and Xxxxxx X. Xxxxxxx, an individual
residing at 00 Xxxxx Xxx, Xxxxxxxxx, XX 00000 ("Xxxxxxx").
2. OSI, through various subsidiary corporations, designs and manufactures
electronic assemblies, among which are Opto Sensors, Malaysia, a Malaysian
corporation having offices at Xxxxxx Xxxxxxxxxx Xxxxxx Xx. 0, #0 Xxxxx Xxxxx
0/0, 00000 Xxxxx Xxxxx, Xxxxx, Xxxxxxxx, a wholly-owned subsidiary of OSI.
3. OSI desires to employ Xxxxxxx as Managing Director of OSM for a period of
not less than two years and Xxxxxxx agrees to serve as Managing Director for
such term. After the initial term of two years, both parties agree to give a
minimum of six month's notice to the other of intent to terminate this
agreement.
4. OSI will, with the full cooperation of Xxxxxxx but at the company's expense,
assure that work permits or other authority to work in Malaysia will be obtained
and that permanent resident visas are obtained for Malaysia for Xxxxxxx and his
wife.
5. For service as Managing Director of OSM, OSI agrees to pay Xxxxxxx a monthly
salary of One Thousand Three Hundred Thirty Three and 33/100 US Dollars
($1333.33US) in Malaysia at a initial Exchange rate of $1.00 US equals $2.45
Malaysian or Three Thousand Two Hundred Sixty Six and 66/100 Malaysian Ringgit
($3266.66M).
6. During the first month of residence in Malaysia, OSI will pay to Xxxxxxx the
Malaysian Ringgit equivalent Five Thousand Dollars, or Twelve Thousand Two
Hundred Fifty Ringgit ($12,250.00M) as a one time payment for initial outfitting
in Malaysia.
7. The rates of exchange for deposits made in Singapore and Malaysia shall
remain fixed for the first year of Xxxxxxx'x employment at OSS/OSM and will be
reexamined by the parties at the beginning of each successive year.
8. OSI agrees to provide housing and utilities for Xxxxxxx and his wife in
Johor Bahru for which payment will be made by OSM.
9. OSI agrees to provide an automobile through OSM, of Malaysian registration,
for business and personal use. Automobile insurance will be provided by the
company as a company car.
10. OSI agrees to pay for packing, freight and cartage of Xxxxxxx'x household
goods to the place of residence in Malaysia, or to pay packing, cartage and
storage of household goods not taken to Malaysia. Xxxxxxx agrees to schedule
movement of household goods by sea and air to provide for a lowest cost
combination of household goods move and temporary living accommodation and meal
expenses. Estimates for material, packing, storage and transport will be
provided for OSI review and agreement prior to Xxxxxxx'x move to Malaysia.
11. OSI agrees, upon termination of this agreement and Xxxxxxx'x employment in
Malaysia, to pay to return Xxxxxxx'x household goods from Malaysia or from
storage whether or not Xxxxxxx returns to the US as an employee of OSI or one of
its subsidiaries.
12. OSI agrees to provide temporary living accommodations and meal expenses for
Xxxxxxx and his wife during the period Xxxxxxx'x household goods are in transit.
13. OSI will pay, or reimburse Xxxxxxx for, annual round-trip home-leave coach
airfare for himself and his wife to and from his current place of residence at a
time of Xxxxxxx'x choosing provided such time is not inconsistent with the needs
of the company.
14. OSI will continue Xxxxxxx'x current AETNA PPO Health Insurance coverage,
or, upon any change of carrier by OSI or such subsidiary as may provide for
Xxxxxxx'x insurance, provide for transfer to such new carrier.
For OptoSensors, Inc.:
/s/ Xxxx Xxxxx date:7/12/95 /s/ Xxxxxx X. Xxxxxxx date:7/12/95
---------------------- ---------------------
its: Chief Financial Officer Xxxxxx X. Xxxxxxx
