Individual Employment Agreement Made and Entered into this 16th day of April, 2007
Execution Copy
Individual
Employment Agreement
Made
and Entered into this 16th day of April, 2007
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By
and Among:
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HOMI
Israel Ltd.,
a private, limited liability company, incorporated and existing
under the laws of Israel, Company No. 512482787, whose address for the
purposes of this Agreement shall be c/o Adv. Xxxxx Xxxx, 00-0 Xxxxxxxx
Xxxxx Xxxx, Xxx Xxxxxxx 00000, Fax: 00-0000000, email: Xxxxx@XxxxXxx.xxx
(“Employer”);
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And:
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Linor
Labandter, I.D. 038482576, whose address for the purposes of this
Agreement shall be 000 Xxxx Xxxxxx Xx., Xxx-Xxxx 00000, email: xxxxx.xxx@xxxxx.xxx
(“Manager”);
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Whereas:
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Employer
is engaged in the supply of products and/or services relating to minibars
and/or other appliances containing food and/or drink and/or other
products; and
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*Whereas:
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Employer
wishes to employ Manager in the position specified in Exhibit
A’ to this Agreement (hereinafter: the “Position”),
inter alia in reliance upon and subject to the representations,
information and material contained in the CV documentation which Employer
received from Manager and in reliance upon the representations and
undertakings of Manager as set forth herein;
and
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Whereas:
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Manager
declares that she possesses the know-how, the experience, the abilities
and the skill that are required in order to fulfil Manager’s duties in the
Position to Employer’s satisfaction;
and
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Whereas:
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Manager
declares that there is no bar, legal, contractual or howsoever otherwise,
to Manager’s (i) entering into this Agreement, (ii) being employed by
Employer pursuant hereto and (iii) fulfilling all of Manager’s duties in
the Position; and
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Whereas:
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The
Parties wish to define and establish the terms and conditions which will
apply to their relations for the duration of Manager’s employment by
Employer, all as set forth in this Agreement, including any and all
Appendices hereto (hereinafter: the “Agreement”);
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Therefore,
the parties have made condition and agreed as follows:
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1.
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Duration
and Terms of Employment
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1.1
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Manager’s
employment with Employer shall commence as of 1st
May 2007, and this Agreement is for an undefined period of time, subject
to the provisions herein relating to
termination.
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*
1.2
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Manager’s
terms of employment with Employer shall be as set forth in Exhibit
A’ attached hereto. The provisions contained in Exhibit A’,
together with any other statutory right to which Manager may be entitled,
other than those already included by reference in Exhibit A’, constitute
an exhaustive list of Manager’s rights and entitlements vis a vis
Employer.
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1.3
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Employer
shall be entitled, in its discretion and from time to time, to amend work
procedures relating to the Position and/or Manager’s place of work,
including the possible full-time and/or part-time, temporary and/or
permanent transfer of Manager’s employment to one or more affiliated
companies of Employer (each, an “Affiliate”),
in which case any such affiliate may also be designated by Employer as
being included in the definition of “Employer” herein, all the foregoing
in accordance with Employer’s needs and without prejudice to Manager’s
statutory rights.
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2.
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Manager’s
Representations and
Undertakings
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Manager
represents, confirms and undertakes that:
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2.1
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all
of the representations, information and material contained in the CV
documentation which Manager delivered to Employer prior to the execution
hereof are truthful; Manager is aware that Employer’s willingness to
employ Manager under the terms hereof is based inter alia on all of the
information which was delivered to Employer as above, and that Manager’s
representations in this Section 2 constitute an integral and fundamental
condition of Employer’s said
willingness;
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2.2
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the
very best of Manager’s time, energy and abilities will be dedicated to
performing all of the duties which will be assigned to Manager by Employer
from time to time during the course of Manager’s employment with Employer,
all subject to the scope of the Position as set forth in Exhibit
A’;
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2.3
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the
Position will be filled by Manager, and all of the duties assigned to
Manager in the course of Manager’s employment with Employer will be
discharged, with dedication and skill, in accordance with the procedures
and directions which will be established by Employer from time to time,
and in accordance with the duty of trust which applies inter alia in view
of the nature of the Position and the applicable provisions of Law, all
the foregoing to Employer’s
satisfaction;
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2.4
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the
duties assigned to Manager in the course of employment with Employer shall
be discharged by Manager in good faith and with integrity, for the good of
Employer and its Affiliates alone, and Manager will refrain from any
action which could harm Employer and/or any Affiliate, or cause any kind
of damage to Employer and/or any Affiliate, and/or their assets,
interests, reputation and/or goodwill, in any way
whatsoever;
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2.5
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other
than as set forth in Exhibit A’, Manager will not be permitted to receive
any payment, consideration, reward or other benefit, whether monetary or
otherwise, in respect of Manager’s employment with Employer or howsoever
in connection therewith, from any person or entity whatsoever, including
any of Employer’s customers and/or
suppliers;
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2.6
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Manager
is aware that, the Position is of a managerial nature and/or of a nature
requiring special trust and that the particular circumstances of
employment under this Agreement prevent comprehensive supervision of
Manager’s work schedule, and, accordingly, that the provisions of the
Hours of Work and Xxxx Xxx, 0000-0000, shall not apply to Manager, and
Manager shall not be entitled to any compensation for employment with
Employer, beyond that specified in this Employment Agreement and as set
forth in Exhibit A’, and Manager is aware that such compensation was
calculated accordingly;
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2.7
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Manager
is aware that, during the course of employment with the Employer,
important and valuable equipment which is used by Employer in the conduct
of its business may be placed under Manager’s care and/or control; and
Manager undertakes to take excellent care of all such equipment and to
prevent any damage or loss to the equipment (except for reasonable wear
and tear), for the duration of Manager’s employment with the Employer; and
Manager agrees that if Manager shall be in breach of this provision and as
a direct result damage is caused to the equipment, then Employer shall be
entitled, without derogating from its other statutory remedies, to deduct
the value of such damage from Manager’s salary, without the need to
produce evidence quantifying the actual damage
caused.
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2
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3.
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Work
Procedures
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Employer is a wholly owed subsidiary of Hotel Outsource
Management International, Inc. (“HOMI Int’l”),
which owns, directly or indirectly a number of other companies, around the
world, all of which shall be deemed Affiliates for the purposes of this
Agreement (“collectively, with Employer, “HOMI
Companies”). Manager will report to the CEO of the HOMI Companies, or to
any other person as may be stipulated in writing by Employer from time to time,
and will receive from such person directions and instructions in relation to
Manager’s duties, which Manager shall then discharge in accordance with the
provisions of Section 2 above.
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4.
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Confidentiality;
Ownership of Rights
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4.1
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Manager
represents that she is aware that, in the context of and/or in the course
of and/or as a result of Manager’s employment with Employer and/or
howsoever otherwise, information and/or documents and/or trade secrets
and/or commercial secrets of HOMI Companies, may become known to Manager
(jointly and severally hereinafter: “Trade
Secrets”), and Manager undertakes, as an integral and fundamental
condition of Employer’s willingness to hire Manager, to maintain in
strictest confidence any and all Trade Secrets that may become known to
Manager, and to refrain from making any use thereof, other than in the
context of discharging Manager’s duties in the Position and for the
purpose of fulfilling Manager’s undertakings towards Employer as set forth
herein, and to the best interests of the HOMI Companies
alone.
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4.2
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Without
limitation to the generality of other related provisions herein, Manager
specifically undertakes not to disclose any information howsoever relating
to HOMI Companies’ activity to any third party
whatsoever.
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4.3
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In addition to the provisions of this Section
4 above, and without derogating therefrom,
Manager confirms and agrees that all documents and/or other material which
may be given to Manager or otherwise be in Manager’s possession in the
context of and/or in the course of and/or as a result of Manager’s
employment with Employer, is the property of HOMI Companies and, for as
long as such shall be in Manager’s possession, Manager shall look after it
in such way as to ensure that no unauthorised use may be made of it. Any
and all such documents and/or material shall be returned to Employer by
Manager forthwith upon their no longer being need by Manager in
furtherance of Manager’s duties herein, or upon Employer’s first demand,
whichever comes sooner, without Manager retaining any copy
thereof.
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4.4
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Without
limitation to the generality of this Section 4 above, Manager specifically
undertakes to maintain in confidence the terms of this Agreement and not
to disclose them, or any part thereof, to any person or
entity.
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4.5
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Manager
represents and confirms that Manager is aware and agrees, that Employer
and/or other HOMI Companies shall be the owner of all of the rights in and
to all of the fruits of Manager’s labour and all of the work product, of
any kind whatsoever, that are related and/or that pertain, directly or
indirectly, to Manager’s work hereunder (hereinafter: “Work
Product”), and Manager undertakes not to make any use whatsoever,
at any time whatsoever, of the Work Product, or any part thereof, other
than solely for HOMI Companies’ benefit and in the context of Manager’s
work for Employer under the terms hereof. For avoidance of doubt, it is
hereby stipulated that any and all Work Product, and any and all
information relating, directly or indirectly, to any and all Work Product,
shall for all intents and purposes be deemed to be Trade Secrets. In the
event of any dispute arising between the Parties as to the inclusion of
any item within the definition of Work Product as defined above, the
burden of proof shall rest with Manager alone, and until such time as
Manager may, if at all, convince Employer that it is not Work Product,
Manager undertakes to treat it as Work Product, and all the provisions
hereof applying to Work Product shall also apply in such
case.
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3
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4.6
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For
avoidance of any doubt, it is hereby stipulated that all Work Product will
be the property of Employer and/or HOMI Companies alone, and Manager shall
not be entitled to any consideration or benefit, of any kind whatsoever,
in connection with such Work Product, over and above Manager’s wages as
defined herein, and Employer and HOMI Companies will be entitled to take,
or refrain from taking, whatever action they see fit in relation to such
Work Product, in their discretion, without the need to provide the reasons
behind their decision, or to update Manager as to their decisions. Manager
undertakes to sign any document that may be presented to Manager by
Employer, such as may reasonably and customarily be required in order to
implement and give effect to the provisions of Sections 4.5 and 4.6 above,
including, without limitation, assignments and/or transfers of patents,
copyright and/or any other similar
right.
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4.7
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In view of the fact that Manager will become
acquainted with extremely sensitive and classified Trade Secrets and Work
Product in the course of Manager’s relations with HOMI Companies under
this Agreement as mentioned in this Section 4 above, and further in view of the fact that
such Trade Secrets and Work Product would give HOMI Companies’ competitors
an unfair and unlawful advantage in trade, and further in view of the fact
that HOMI Companies’ business is based, and fundamentally dependent, on
the continued secrecy of such Trade Secrets and Work Product, and bearing
in mind that such Trade Secrets and Work Product are proprietary to, and
owned exclusively by HOMI Companies, and that unauthorized disclosure
and/or use of such Trade Secrets and/or Work Product could constitute an
actionable tort under the Commercial Torts Act (1999), and would be very
likely to cause material damage to HOMI Companies, Manager hereby
undertakes, in addition to, and without derogating from Manager’s
non-disclosure undertakings, in order to reduce the risk of unauthorized
disclosure and/or use of Trade Secrets and/or Work Product, that Manager
will not, at any time during the Term of this Agreement and for a further
period of 18 (eighteen) months following termination of this Agreement,
for whatever reason, either personally or by means of any person and/or
entity acting on Manager’s behalf and/or howsoever otherwise, directly or
indirectly, do any of the
following:
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(i)
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be
employed by, consult to, participate in, or howsoever be connected with
any Direct Competitor of Employer, anywhere in the world, where “Direct
Competitor” means any entity or operation engaged in activity directly
related to the HOMI Companies’ field of activity and is, or could be
expected to be, in competition with such activity, all the foregoing
insofar as the Manager’s involvement in said Direct Competitor is in the
same or similar fields in which the Manager was engaged by the Employer
and/or in relation to which the Manager was in possession of and/or had
access to any Trade Secrets and/or Work
Product;
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(ii)
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sell
or offer for sale any Directly Competing Product, where “Directly
Competing Product” means any product and/or service directly related to
any of the products and/or services marketed and/or provided by HOMI
Companies and/or that is, or could be expected to be, in competition with
any of the foregoing.
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4.8
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The
provisions of this Section 4 are intended to supplement, and not derogate
from, Employer’s rights under applicable law, and these provisions shall
remain in full and binding effect for the entire duration of this
Agreement and for an unlimited period following the termination or
cancellation of this Agreement at any time and under any
circumstances.
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4
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5.
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Termination
of Employment
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5.1
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This
Agreement shall remain in force until such time as it is cancelled or
shall come to an end in accordance with its terms and, concurrent with any
such cancellation or termination, the employment relations between
Employer and Manager shall also terminate for all intents and
purposes.
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5.2
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Without
derogating from the provisions of Section 5.1 above, either Party may
terminate this Agreement and bring to an end the employment relations
thereunder by means of unequivocal, 60 day advance written notice, to be
delivered to the other Party in accordance with the law (the “Notice
Period”).
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5.3
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Manager
hereby expressly undertakes that, upon this Agreement being terminated by
either Party, Manager will transfer the Position, at and subject to
Employer’s request, in a comprehensive, orderly and responsible fashion,
to whomsoever Employer may direct - the foregoing without in any way
derogating from Manager’s other duties pursuant to this
Agreement.
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5.4
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Manager
is fully aware that, if Manger’s employment with Employer is terminated by
Manager without delivery of proper advance notice as stipulated above, or
prior to completion of said advance notice, then, without derogating from
Employer’s right under this Agreement and under applicable law to take
legal action for any and all damage that may be sustained by Employer as a
result and/or arising out of said termination of employment relations,
Manager shall also be obliged to pay Employer a sum equal to Manager’s
regular wages for whatever portion of the Notice Period that Manager does
not work as normal, and Employer will be entitled to deduct this sum from
any sum that may be payable to Manager on account of and/or in connection
with this Agreement. The same shall apply if Manager, following notice of
termination by either Party, ceases, at Manager’s initiative, to perform
all the duties of the Position, prior to completion of the Notice Period.
Conversely, if, following notice of termination by either Party, Employer
gives notice of immediate termination, to enter into effect immediately or
otherwise prior to completion of the Notice Period, then Employer will be
obliged to pay Manager a sum equal to Manager’s regular wages for the
balance of the Notice Period remaining after the effective date of said
early termination by Employer.
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5.5
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Notwithstanding
the foregoing, in the event of a serious disciplinary offence, or a
betrayal of trust by Manager, or Manager being involved in a criminal act
classed as Avon
or Pesha,
then Employer shall be permitted to terminate this Agreement, together
with employment relations hereunder, forthwith, without advance notice of
any kind and without any payment in lieu of advance notice, and with
revocation of any other right to which Manager may have been entitled, if
at all, under this Agreement and/or under applicable law, howsoever in
connection with termination of employment under other
circumstances.
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5.6
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Manager
acknowledges that the advance notice Manager would be entitled to receive
under applicable Israeli law, is substantially less than the advance
notice specified in Section 5.2 above, and accordingly that the advance
notice terms in this agreement, in their entirety, including the advance
notice that Manager undertakes to deliver to Employer, are more favourable
to Manager than those stipulated by
law.
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5
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6.
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Entire
Agreement
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This
Agreement constitutes a special, individual employment agreement and comprises
the full and exhaustive agreement between the Parties in connection with the
employment relations between them. With respect to these employment relations,
no other arrangements and/or agreements, currently in existence or to be in
existence in the future at Employer, or any collective agreements that apply to
and/or that may apply to other employees of Employer, if at all, will apply to
Manager. For avoidance of doubt, this Agreement voids and comes in place of any
prior arrangement or agreement, if at all, verbal or written, concerning
employment relations between the Parties, if at all, and this Agreement alone
shall exclusively apply to and be binding upon the Parties in respect of said
employment relations.
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7.
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Miscellaneous
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The
Preamble, and any Appendices, Exhibits or Schedules to this Agreement,
constitute an integral part hereof. Section headings are for convenience
purposes only, and may not be used in the construction or interpretation of this
Agreement. The contents of this Agreement shall also serve as notice given to
Manager under the Notice to Manager Act (Terms of Employment), 5762 - 2002. No
failure or delay on the part of any party in exercising any right and/or remedy
to which it may be entitled hereunder and/or by law shall operate as a waiver by
that party of any right whatsoever. No waiver of any right under this Agreement
shall be deemed as a waiver of any further or future right hereunder, whether or
not such right is the same kind of right as was waived in a previous instance.
No Amendment to this Agreement, or any part thereof, shall be valid or binding
upon the Parties unless drawn up in writing and signed by both Parties. In case
any provision of the Agreement shall be declared by a competent court to be
invalid, illegal or unenforceable, the validity, legality and enforceability of
the remaining provisions shall not in any way be affected or impaired thereby
and shall continue in full force and effect. Any use of the word “including” in
this Agreement shall be construed as meaning “including, without limitation”,
unless expressly stipulated to the contrary. All pronouns contained herein, and
any variations thereof, shall be deemed equally to refer to the masculine,
feminine or neutral, singular or plural, as the context may require. Notices
sent by one party to the other under this Agreement will be sent by registered
mail to the addresses specified in the Preamble, delivered by hand, transmitted
by fax, or sent by e-mail or other electronic means of communication and will be
deemed to have reached their destination 7 days after being deposited with the
Post Office for despatch as registered mail, upon actual delivery when delivered
by hand, and upon receipt of the recipient’s written confirmation (including
electronic confirmation) of receipt when sent by fax, e-mail or other electronic
means of communication.
In
witness whereof the parties have executed this
Employment
agreement on the date first above written:
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______________________
Employer
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______________________
Manager
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6
Execution Copy
Exhibit
A’
Dated
this 31st day of
July 2008 - Effective as of 1st June
2008
To the
Individual Employment Agreement (“Agreement”)
Between
HOMI Israel Ltd. and Linor
Labandter dated 16 April 2007
(Amending
& Replacing Exhibit A’ Dated 16th April
2007)
Definition
of Position and Terms of Employment
All terms that are
capitalized herein and that are defined in the Agreement and not otherwise
defined in this Exhibit A’ shall have the meanings given thereto in the
Agreement. In the event of any
inconsistency or contradiction between the provisions of this Exhibit and the
provisions of the Agreement, the provisions of the Agreement shall prevail and
be binding upon the Parties.
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1.
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Definition
of Position
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1.1
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The
Position in which Manager will be employed by Employer under the Agreement
to which this forms an Exhibit comprises the following: (i) holding the
position of CEO
of Employer and (ii) performing the duties
of CFO of the HOMI Companies. Furthermore, Manager shall, in the
context of the Position, also discharge, inter alia, the following
duties:
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a.
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managing
and/or providing all necessary assistance in connection with
administration, support and back-office duties of
Employer;
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b.
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managing
and/or providing all necessary assistance in connection with acquisition
and sales of HOMI Companies;
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c.
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managing
and/or providing all necessary assistance in connection with all
finance-related matters of HOMI
Companies;
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d.
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initiating,
developing, coordinating and carrying out road-shows and other such
activities for HOMI Companies;
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e.
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providing
all necessary assistance in any other commercial matters which HOMI
Companies’ CEO shall identify in writing from time to
time.
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1.2
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The
Position is a full time position, with it being understood that, in view
of the seniority of the Position, Manager shall be required, according to
Employer’s needs, to work more hours than a non-management employee,
including outside of normal working hours, and in this respect each Party
shall show consideration for the needs and constraints of the
other.
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1.3
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Manager
will perform the work at such location as Employer shall determine from
time to time, provided that designation of a location which would require
relocation by Manager shall be subject to advance coordination with
Manager. Initially Manager will perform the work from home. As soon as
possible, Employer shall make an office available to Manager, at
Employer’s expense and if Employer shall fail to do so, then Employer will
pay Manager for usage of Manager’s home resources and space as Manager’s
office.
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2.
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Salary
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2.1
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The
all
inclusive monthly cost to Employer of Manager’s employment under
this Agreement shall be NIS
45,000 (hereinafter: the “Cost of
Employment”). Unless expressly stated to the contrary in this
Exhibit, Cost of Employment shall include all wages and benefits
whatsoever to which Manager is entitled under this Agreement and/or by
law, and all of the price increase bonuses (tosefet
yoker) and wage bonuses that have been paid to employees in Israel
up to the effective date hereof, and all Employer withholding taxes and
Employer deductions and contributions of all kinds and all other sums of
any kind which form part of the cost to Employer of employing Manager
under the Agreement, with the exception of sums which are clearly and
unequivocally defined herein as being payable to Manager in addition to
the Cost of Employment.
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Exhibit
A’ to Employment Agreement
HOMI
Israel Ltd. – Linor Labandter
Execution
Copy
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2.2
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Manager’s
wages for the term of Manager’s employment under the Agreement shall be in
the form of a monthly salary, which shall be paid to Manager in NIS, the
amount of which salary, defined in gross terms, shall be calculated as a
function of the Cost of Employment, taking into consideration all
applicable taxes, social security payments, all other withholding payments
required by law and all other benefits set forth herein, that form part of
the Cost of Employment (hereinafter: the “Salary”).
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3.
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Car;
Cellular Phone
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For the
duration of this Agreement, Manager shall have the right to the use of a car
(belonging to group 3, per coordination between Employer and leasing company)
and a cellular phone, including a hands-free accessory for using the phone in
the car used by Manager (hereinafter: the “Car”, the
“Phone”),
belonging to or leased by Employer, and Employer shall bear the expenses of
operating the Car and the Phone, with all such expenses being over and above,
and not included in, the Cost of Employment, apart from taxes payable by Manager
on the value of the benefit (shovi
hatava). Manager undertakes to keep the Car and Phone in good, clean
operating condition at all times, and likewise to ensure the Car’s availability
for regular maintenance, tune-ups, testing etc., in accordance with Employer’s
instructions from time to time, and to return the Car and Phone to Employer
immediately upon termination of the Agreement, for whatever reason.
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4.
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Managers’
Insurance
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4.1
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For
each month Manager is employed by the Employer pursuant to this Agreement,
the following monthly payments will be deducted from and/or paid on the
basis of the Salary, for Manager, to a Managers Insurance Policy of the
Manager’s election:
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a.
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a
sum equal to 8 1/3% (eight and one third) of the Salary will be paid by
the Employer, to the Managers Insurance, as a Severance
Fund;
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b.
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a
sum equal to 5% of the Salary will be paid by Employer, and 5% of the
Salary will be paid by Manager by means of deduction from the Salary, and
these sums will be paid to the Managers Insurance, as a Provident
Fund;
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c.
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a
sum equal to 7.5% of the Salary will be paid by Employer, and 2.5% of the
Salary will be paid by Manager by means of deduction from the Salary, and
these sums will be paid to a Study Fund (Keren
Hishtalmut).
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d.
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a
portion of the Salary will be paid by Employer on account of general
disability insurance, depending on Manager’s age and the applicable
regulations.
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4.2
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The
Managers Insurance Policy will be owned by Employer and issued in its
name, provided however that Employer will unconditionally release and
transfer said policy into the Manager’s name upon termination of the
employment relations between the
Parties.
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4.3
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In
the event of dismissal or resignation which, pursuant to the Severance Pay
Act, 5723 - 1963 (hereinafter: the “Severance Pay
Act”), entitles the Manager to Severance Pay, Employer will release
the Managers Insurance policy, in its entirety, to the Manager, as set
forth above, together with a top-up payment equal to the difference
between (i) the sums accrued in the Severance Fund and (ii) the Severance
Pay to which Manager is entitled under the Severance Pay
Act.
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2
Exhibit
A’ to Employment Agreement
HOMI
Israel Ltd. – Linor Labandter
Execution
Copy
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5.
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Composition
of Wage Package
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Notwithstanding the provisions of Section 3 and 4 above, upon Manager’s written request, Employer
may be agreeable to changing the composition of the wage package set forth
therein, provided, however, that the Salary and the Cost of Employment shall at
all times remain as defined in Section 2 above, without change. For instance, if Employer
agrees to a written request by Manager to reduce the payments being made under
Section 4.1 above, whether this is with the objective of
remaining beneath the ceiling recognised for tax purposes or otherwise, then
Manager’s basic monthly wages and/or other elements of the wage package will be
upwardly adjusted accordingly, so that the Salary and the Cost of Employment
shall at all times remain as defined in Section 2 above, without change.
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6.
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Reimbursements
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For the
duration of this Agreement, Employer shall reimburse Manager, over and above the
Cost of Employment, for the monthly cost of an internet connection and for all
reasonable out-of-pocket expenses in respect of travel, hosting (including
refreshments) of Employer’s guests, and purchasing and usage of necessary office
equipment, including printer, fax machine etc., which were incurred by Manager
in the course of discharging Manager’s duties under this Agreement, provided
that any single or recurring expense in excess of NIS 1,000 shall be subject to
Employer’s prior written approval.
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7.
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Bonus and
Options
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7.1
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For
the duration of this Agreement, Manager shall be entitled to receive, in
addition to the Salary, whatever portion of whatever Management Bonus
program that is approved by HOMI Int’l’s Board of Directors, from time to
time, as being payable to HOMI Companies’ CFO (the “Bonus”).
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7.2
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Any
Bonus payable to Manager shall be paid at such times and in such manner as
approved by HOMI Int’l’s Board.
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7.3
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In
the event that HOMI Int’l may approve an employee stock option plan, it is
understood that various members of management of HOMI Companies would
receive rights under such plan, including the function of HOMI Companies’
CFO, in which case Manager shall be entitled to whatever specific rights
may be designated in such plan to the HOMI Companies’ CFO. Employer
encourages employees of HOMI Companies to own shares in HOMI Int’l and
will recommend that Manager receive entitlements to purchase such shares,
in the context of programs that may be approved by HOMI Int’l’s Board of
Directors.
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8.
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Taxes
|
All
payments and benefits due from Employer to Manager under the terms of the
Agreement will be subject to the deduction of all applicable taxes, social
security payments and any other withholding payments required by
law.
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9.
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Vacation;
Convalescence; Sick Pay
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9.1
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a.
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Manager
will be entitled to 30 days of fully-paid annual vacation (said quantity
including 22 work days and the intervening Fridays and Saturdays). Unused
annual vacation days may be accumulated from one year to the next,
provided that Manager’s total aggregate, cumulative entitlement to
vacation days at any time cannot exceed a ceiling of 45 vacation
days.
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3
Exhibit
A’ to Employment Agreement
HOMI
Israel Ltd. – Linor Labandter
Execution
Copy
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b.
|
Employer
will determine the timing of the annual vacation, as much as possible
giving consideration to Manager’s needs and requests, and to the projects
that are underway at that time and the degree of flexibility that can be
shown by Employer.
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9.2
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Any
entitlement of Manager in relation to Sick Pay and Convalescence Pay shall
be as determined by applicable law. Sick Pay is already included in the
Cost of Employment, but Convalescence Pay shall be paid over and above the
Cost of Employment.
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______________________
Employer
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______________________
Manager
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4
