EMPLOYMENT AGREEMENT
Viktor
Rozsnyay
1
Entered
into by and between
|
name:
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Vidatech
Technológiai Kutató, Fejlesztő és Szolgáltató
Kft.
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head
office:
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X-0000
Xxxxxxxx, Soroksári út 94-96.
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company
registration No.:
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01-09-87
01 07
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tax
No.:
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13
72 76 26 - 2 - 43
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bank
account No.:
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10
10 41 67 - 57 30 27 00 - 01 00 00
03
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represented
by:
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XXX
Xxxxxx
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as
employer (hereinafter: „Employer”), on the one
hand
and
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name:
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ROZSNYAY
Viktor
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|
residential
address:
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1112
Budapest, Xxxxxxxxx x. 0000Xxxx
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mother’s
name:
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XXXXX
Xxxxxxxx
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tax
ID No.:
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8378951138
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social
security No.:
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000000000
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as
employee (hereinafter: „Employee”), on the
other hand,
(referred
to hereinafter as collectively as „Contracting
Parties”)
at
the
place and date stated below, under the following terms and
conditions.
§
1
JOB
1.1.
The
Employer employs the Employee as President & Chief Executive
Officer.
1.2.
The
job of the Employee includes particularly the fulfilment of the following
tasks:
|
|
·
|
The
President & Chief Executive Officer is the leader of the work
organisation of the company.
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The
detailed description of the tasks belonging to the job of the Employee is
contained in the Job Description attached to this Agreement. The Job Description
forms the inseparable part of this Agreement (Annex No.
1).
§
2
TERM
OF THE AGREEMENT
2.1.
The Contracting Parties conclude the employment for an indefinite period
of
time.
2.2.
The commencement of the employment is the day of taking on work by the Employee,
i.e.:
|
·
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24
October 2007
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§
3
PROBATION
PERIOD
The
Contracting Parties agree on a probation period of 0 day.
During the period of probation both the Employee and the Employer may terminate
the employment with immediate effect, without cause.
§
4
WAGE
4.1.
The gross monthly personal basic wage is HUF
131,000, say One hundred and thirty-one thousand Forints. The
basic
wage will be paid to the Employee until the 5th day of
the month
following the subject month, after the deduction of the statutory taxes and
contributions.
2
4.2.
In
any other issues not regulated in this Clause the provisions set forth in
Sections 141 to 153 of the Labour Code shall be governing, on the basis of
Section 76 (7) (b) and Section 76/B (1) of Act XXII of 1992 on the Labour
Code.
§
5
PLACE
OF THE PERFORMANCE OF WORK
The
Employee shall perform the work primarily at the head office of the Employer.
The Employee agrees that, according to the characteristics of his job, he
shall
also perform work at places other than the head office of the
Employer.
§
6
WORKING
TIME
The
weekly working time is 40 hours.
Section
192 of the Labour Code (1) The scheduling of the
working time, as well as the utilisation of the time of rest (paid leave)
shall
be determined by the manager.
§
7
ORDINARY
PAID LEAVE
The
Employee is entitled to annual paid leave according to the Labour Code. In
any
other issues not regulated in this Clause the provisions set forth in Sections
130 to 136 of the Labour Code shall be governing, according to Section 76
(7)
(e) and Section 76/B (1) of the Labour Code.
§
8
TERMINATION
8.1.
The
right of termination by extraordinary notice against the manager may be
exercised according to the contents of Section 96 (4), but no later than
within
three years reckoned from the occurrence of the reason serving as basis thereof,
in case of committing a criminal act until the statutory limitation of
punishability.
§
9
EXERCISE
OF EMPLOYER’S RIGHTS
The
employer’s rights shall be exercised by the Board of Directors of the Owner /
Power of the Dream Ventures Inc.
§
10
CONFIDENTIALITY
The
Employee shall keep the business secrets becoming known to him during the
term
of or in connection with the employment without limitation in time. All
facts, data, information or solutions related to the economic activity of
the
Employer shall qualify as business secret, the confidentiality of which is
in
the economic or other interests to be appreciated of the Employer. The
Employee acknowledges that the violation of his aforementioned obligation
may
serve as basis for his civil law or penal law responsibility, over and above
the
labour law consequences thereof.
3
§
11
COLLECTIVE
BARGAINING AGREEMENT
The
Employer declares that it is not subject to collective bargaining
agreement.
§
12
APPLICABLE
LAW
In
the
issues not regulated in this Agreement the provisions of the Labour Code,
as
well as of other Hungarian legal rules in force from time to time shall be
governing.
§
13
INVALID
PROVISIONS
If
any
provision of this Employment Agreement is or becomes invalid, this shall
not
affect the validity of the other provisions, save for the case, if the
Contracting Parties had not entered into the Employment Agreement without
such
invalid provision. In the event of partial invalidity the statutory provisions
relating to employment shall be applicable mutatis
mutandis.
§
14
AMENDMENT
TO THE EMPLOYMENT AGREEMENT
The
amendment to this Employment Agreement is only valid in writing. Oral agreements
are invalid.
§
15
GENERAL
PROVISIONS
15.1.
This Employment Agreement was prepared in _ counterparts. The Annexes to
the
Employment Agreement form the inseparable part of the Agreement.
15.2.
This Employment Agreement was prepared in the Hungarian language. Hungarian
is
the governing language of the Employment Agreement.
Budapest,
24 October 2007
|
/s/
Xxxxxx Xxx, Xx.
|
/s/
Xxxxxx Rozsnyay
|
|
Employer
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Employee
|
|
Vice
President & Secretary
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4
Annex
No. 1 to the Employment Agreement
JOB
DESCRIPTION
President
& Chief Executive Officer
5
Job
Description
Name:
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|
·
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ROZSNYAY
Viktor
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Job:
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|
·
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President
& Chief Executive Officer
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The
employer’s rights are exercised by:
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|
·
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Board
of Directors of the Owner / Power of the Dream
Ventures
|
Directly
co-ordinated jobs:
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|
·
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Vice
President & Secretary
|
Directly
subordinated jobs:
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|
·
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Technology
Manager
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|
|
·
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Finance
Manager
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|
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·
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Chief
Accountant
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|
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·
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Legal
Manager
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The
President & Chief Executive Officer is the leader of the work organisation
of the company.
He
is
considered to be a senior officer and the provisions, relating to senior
officers, of the Companies Act apply to him. He controls the work of the
work
organisation in the framework of the division of work.
His
scope of activities:
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|
·
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Fulfil,
cause to fulfil and control the fulfilment of the tasks defined
in the
legal rules related to the management of the Company, in its internal
regulations and instructions.
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·
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Develop
the most suitable organisation for the fulfilment of the tasks
of the
Company, determine the operational order of the organisational
units and
processes.
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·
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Elaborate
the objectives relating to the development of the
Company.
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·
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Take
care for the preparation of the annual business plan of the
Company.
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·
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Elaborate
the measures relating to the increase of profitability and efficiency,
control and evaluate the execution of the
measures.
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·
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Utilise
and increase efficiently the financial and intellectual resources
of the
Company, ensure profitable and lucrative
operations.
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·
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Elaborate
in due time the materials necessary for the discussion of the matters
belonging to the competence of the general meeting, the Supervisory
Board
and the Board of Directors of the owner PDV, as well as the materials
necessary for adopting resolutions (and present them, if committed
therewith by the Board of
Directors).
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|
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·
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Elaborate
and issue the measures relating to the fulfilment of the Company’s tasks,
control and evaluate the execution of the
measures.
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·
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Create
and improve steadily the conditions of efficient performance of
work.
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·
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Elaborate
measures relating to the increase and proper management of the
assets
assigned to his management, control and evaluate the execution
of the
measures.
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|
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·
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Control
the development of the quality assurance system of the Company,
supervise
its operations.
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6
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·
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Develop
the incentive system of the
Company.
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·
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Set
objectives and guidelines in the framework of the general business
policy
defined by the Company.
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·
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Represent
the Company towards other organisations and before the
public.
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·
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Coordinate
the work of the managers subordinated to
him.
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·
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Inform
the Company management on the realisation of the objectives of
the Company
and on the important events, as well as inquire steadily in the
work of
the units of the Company.
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·
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Discuss
for the Company management the annual and medium-term business
plan of the
Company and submit it for the purpose of
decision-making.
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·
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Observe
and cause to observe the rights of the employees and the
legality.
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·
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Ensure
working discipline.
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·
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Provide
safe work conditions protecting the health of
employees.
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His
competence:
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·
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Decide
independently in the issues belonging to the competence of
management.
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·
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Exercise
the Employer’s rights towards the employees of the
Company.
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·
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Decide
on the internal organisational
changes.
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·
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Evaluate
the activities of the managers.
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·
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Take
a position in the matter of submissions and reports to be forwarded
to the
superior organs.
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·
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Initiate
and institute proceedings against employees committing economical
offences
or crimes.
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·
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Inform
the media.
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·
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Execute
and cause to execute the decisions of the
management.
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·
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Provide
professionally for the tasks belonging to his responsibilities
and
competence.
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·
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Approve
the incentive system of the
Company.
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·
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Approve
the job descriptions (which he reserved for
himself).
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·
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Grant
and withdraw the right of
remittance.
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·
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Decide
on professional trainings (which he did not
delegate).
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·
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Decide
on the matter of raising credits (which he did not
delegate).
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·
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Approve
the regulations of fire protection, labour safety and environmental
protection system of the Company.
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·
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Approve
proposals and programmes for capital
expenditures.
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·
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Decide
on the advertisement and promotional work of the
Company.
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·
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Decide
on the formation and development of the information and data processing
system of the Company.
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·
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Approve
the regulation of the quality policy and quality assurance system
of the
Company.
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His
responsibilities:
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·
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The
President & Chief
Executive Officer is responsible for performing his work according
to the
legal rules, as best he can.
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·
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The
President & Chief
Executive Officer shall proceed with the care generally expectable
from a
person filling such an office; he is liable for the damages caused
to the
Company by violating his obligations according to the general rules
of the
civil law (Civil Code) and labour law (Labour
Code).
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7
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·
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The
President
& Chief Executive Officer shall keep his information obtained
about the matters of the Company as business
secret.
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He
is responsible furthermore for the following:
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·
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Execution
and causing to execute professionally the decisions of the
management.
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·
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Professional
performance of the tasks belonging to his responsibilities and
competence.
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·
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Efficient
and economical operations of the
Company.
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·
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Observation
of the legal rules and provisions relating to the operations of
the
Company.
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·
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Making
decisions promoting the development and the economic and efficient
operations of the Company.
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·
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Fulfilment
of the programmes elaborated for the sake of the development and
profitable operations of the
Company.
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·
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Operation
of the Company according to the legal
requirements.
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·
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Realisation
of the objectives promoting the profitability of the
Company.
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·
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Causing
the quality policy and quality assurance system to be understood
by the
employees and the enforcement
thereof.
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·
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Protection
and increase of the assets of the
Company.
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·
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Execution
of the necessary labour safety, fire protection, environmental
protection
and security tasks.
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·
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Observation
of the rights of the employees and of
lawfulness.
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He
maintains working relations with:
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·
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the
management of the Company
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·
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the
members of the owners,
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·
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the
auditor,
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·
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authorities,
financial institutions, state administration
organs,
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·
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business
partners,
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·
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the
leaders of the organisational units controlled by him and the employees
subordinated directly to him.
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Substitution:
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·
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in
the event of the absence or incapacitation of the President & Chief Executive
Officer he shall be deputized for in the management of the work
organisation by a:
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o
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co-Managing
Director
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o
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agent
commissioned on a case-to-case
basis
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Legal
rules and prescriptions:
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·
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Companies
Act.
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·
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Tax
rules.
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·
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Financial
rules.
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·
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Accounting
rules.
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·
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Labour
rules.
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·
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Organisational
and operational regulations.
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·
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Prescriptions
of the quality assurance system.
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·
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Other
internal regulations and
prescriptions.
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8
Requirements
of filling the position:
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·
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certificate
of clean criminal record,
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·
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driving
licence category “B”.
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Date
of
entry into force: 24 October 2007
Budapest,
24 October 2007
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Acknowledged
by:
|
Approved
by:
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|
/s/
Viktor Rozsnyay
|
/s/
Xxxxxx Xxx, Xx.
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|
Employee
|
|
|
Vice
President & Secretary
|
9
Annex
No. 2 to the Employment Agreement
INFORMATION
ON THE CONDITIONS LISTED IN SECTION 76 (7) OF THE LABOUR
CODE
The
employment comes into existence by the employment agreement set out in written
form. The parties may agree on any issue in the employment agreement; the
condition of the validity of their agreement is that the employment agreement
may not be contrary to any legal rule or the collective bargaining agreement,
unless it states a condition more favourable for the employee.
In
the
employment agreement the parties shall agree on the personal basic wage,
job and
place of work of the employee. Simultaneously with the conclusion of the
employment agreement the employer shall inform the employee on the
following:
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|
a)
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guiding
schedule of work,
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b)
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other
elements of the wage,
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c)
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day
of wage payment,
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d)
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day
of taking on work,
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e)
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method
of calculation of the period and delivery of ordinary paid leave,
and
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f)
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the
rules of determining the notice period governing for employer and
employee, as well as
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|
g)
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whether
the employer is subject to a collective bargaining
agreement.
|
Remark
to
§ 2:
The
employment comes into existence for an indefinite period of
time– unless agreed on to the contrary. The period of an employment for a
definite term shall be determined by calendar or in another suitable way.
If the
parties do not determine the period of the employment by calendar, the employer
shall inform the employee on the expectable period of the
employment.
The
employment of definite term shall be transformed into one of indefinite term
if
the employee continues to work after the expiry of the term at least for
one
working day with the knowledge of his direct superior.
Remark
to
§ 7:
The
rate of the basic paid leave is twenty working
days.
|
1.)
|
The
rate of the ordinary paid leave due to the Employee and
the rules of its delivery are contained in Sections 130 to 136
of the
Labour Code.
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Basic
paid leave
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20
working days
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in
the age of 25
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+
1
working day 21 working days
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in
the age of 28
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+
1
working day 22 working days
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in
the age of 31
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+
1
working day 23 working days
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in
the age of 33
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+
1
working day 24 working days
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in
the age of 35
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+
1
working day 25 working days
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in
the age of 37
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+
1
working day 26 working days
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in
the age of 39
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+
1
working day 27 working days
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in
the age of 41
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+
1
working day 28 working days
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in
the age of 43
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+
1
working day 29 working days
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in
the age of 45
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+
1
working day 30 working days
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The
Employee is entitled to the longer paid leave for the first time in the
year, in which he reaches the higher age.
Supplementary
leave due to the Employee:
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|
o
|
supplementary
leave due to juveniles: 5 working days before reaching the age
of 18 and
in the year of completing 18 years of
age
|
10
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|
o
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On
the basis of the decision of the parents for the parent undertaking
a
bigger role in the bringing-up of his/her child or for the parent
bringing
up his/her child alone, on his/her child(ren) under the age of
16:
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|
§
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for
one child: two,
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|
§
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for
two children: four,
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|
§
|
for
more than two children altogether seven working days per year are
due, for
the last time in the year in which the child(ren) complete(s) its
(their)
16th
year
of age.
|
The
date
of delivering the paid leave will be determined by the
Employer, after hearing the
Employee.
The
Employer is obliged to deliver one quarter of the basic paid
leave – save for the first three months of the employment – at the date
according to the request of the Employee.
The
Employee shall announce his relevant claim no later than
fifteen days before the commencement of the leave.
The
paid
leave shall be delivered in the year of its due date, exceptions are the
illness
of the Employee or a particularly important economic
interest.
The
leave
may be delivered in more than two instalments only at the request of the
Employee.
Remarks
to § 8:
The
employment may be terminated:
|
|
a)
|
with
the common consent of Employer and
Employee;
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|
b)
|
by
ordinary notice;
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|
c)
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by
extraordinary notice;
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d)
|
with
immediate effect during the probation
period.
|
The
agreement or declarations directed to the termination of the employment shall
be
reduced to writing, no deviation therefrom shall be valid.
The
Employer shall reason its notice of termination; the cause of the termination
shall clearly transpire from the reasoning. In case of a dispute the Employer
shall prove the reality and reasonableness of the cause of termination. The
cause of termination may only be a cause related to the capabilities of the
Employee, to his conduct related to the employment or to the operation of
the
Employer.
Notice
period
In
case
of ordinary notice of the Employer or the
Employee the extent of the notice period shall
be:
|
|
o
|
at
least thirty days.
|
The
thirty-day notice period will be extended
|
|
o
|
by
five days after three years
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|
o
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by
fifteen days after five years
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o
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by
twenty years after eight years
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o
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by
twenty-five days after ten years
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|
o
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by
thirty days after fifteen years
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|
o
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by
forty days after eighteen years
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|
o
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by
sixty days after twenty years
|
spent
in
employment with the Employer.
The
Employer shall exempt the Employee from the
performance of work for half of the notice period at the date and in
the instalments according to the request of the Employee. The
Employee is entitled to his average earnings
for the period of
exemption.
11
