EXHIBIT 10.7
PART TIME EMPLOYMENT CONTRACT
BETWEEN IPG LASER GMBH
AND ITS MANAGING DIRECTOR
Mr. Xx. Xxxxxxxx X. XXXXXXXXX
Between the Company
IPG Laser GmbH
Xxxxxxxxxx. 0
00000 Xxxxxxx
- hereafter called company -
represented by the share holder's meeting, consisting of
IP Fibre Devices (U.K.) Ldt., London
Mr. Xx. X.X. Xxxxxxxxx
and Mr. Xx. Xxxxxxxx X. Xxxxxxxxx
00/000 Xxxx Xx.
Xxxxxxxx, Xxxxxx 000000, RuBland
- hereafter called managing director
the following employment contract is concluded:
EMPLOYMENT CONTRACT
(S) 1 Tasks and other duties
(1) The shareholder Xx. Xxxxxxxx X. Xxxxxxxxx will be ordered as per 25.8.1995
to be the managing director of the company. The employment contract is
valid as per 1.09.1995.
(2) The managing director solely represents the company according to law and
statutes.
He is obliged and authorized to solely carry out the company business.
The managing director renders 50 % of his working time to the company.
The managing director is exempted from the restrictions concerning self-
business acc. (S) 181 of the statutes and this contract.
(3) Instructions of the share holder meeting have to be adhered to.
(4) The managing director has to fulfill the legal and constitutional duties of
the company in the course of the management.
Furthermore he has to take best care of the economical, financial and
organizational aspects of the company. All decisions of the managing
director should be made for the benefit of the company.
(5) The managing director has to keep strictly silent about all business,
operational or technical information made know to him or otherwise
informed.
This obligation exists also after termination of this contract.
(6) Business or operational documents have to carefully stored and may only be
used for the purpose of the company. These documents may not be made
available to third parties.
The managing director has no right to hold back these files.
(7) The managing director is only liable for premeditated damages against the
company towards the share holders.
(8) The managing director has the right to perform his duties also away from
the place of residence of the company.
The weekly working hours amount to 20 hours, the managing director is not
fixed to special working times.
The managing director is obliged to be available for the company, whenever
and as much as it is necessary for the benefit of the company.
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(S) 2 Additional occupation
The managing director is allowed to take up or carry on additional
occupations. The consent of the share holders is not necessary for starting
an additional occupation nor for carrying it on.
(S) 3 Duration of contract
(1) This contract becomes valid on 1.9.1995 and is concluded for an unlimited
time.
(2) In the first 3 years of the duration the contract can only be cancelled
from both parties for serious reasons.
Such a reason would be for example the non-acknowledgement of this contract
or some of his regulations by the tax authorities.
After that the contract can be cancelled by either party with a notice of
... months to the end of a calendar year.
(3) The managing director can only be recalled for serious reasons. The recall
does not automatically terminate this contract.
In case of a mutually agreed exemption, the company is obliged to continue
paying the salary.
In case the recall is legally stated, the contract ends with the day the
verdict becomes final.
(S) 4 Salary
(1) The managing director will receive a monthly partial salary in the amount
of DM 6.000,00.
The salary is due at the last working day of the month.
In addition Xx. Xxxxxxxxx receives an additional 13th and 14th salary in
the same amount. The additional salaries will be paid out in July and
November.
Xx. Xxxxxxxxx is a Russian citizen. He will not stay longer than 6 months
per year in Germany.
The legal wage tax well as the insurance obligations for foreign citizens
has to be considered.
(2) Furthermore the managing director receives a bonus in the amount of 20 % of
the profit subject to bonus of the company.
The tax balance sheet profit is the profit subject to bonus.
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Payment of the bonus is due with the yearly balance sheet and may be paid
in at least 2 , but maximum 6 installments within a period of 6 months.
If in case of tax assessment notice or audits differences are noted between
the profit shown in the tax declaration and the tax assessment notice, this
difference will be considered subject to bonus. The corrected payment is
due as soon as the tax assessment notice becomes valid.
(3) In case of absence from work due to illness or accident the managing
director will receive all salary for a further 8 weeks.
(4) In case of death of the managing director his family will receive all
salaries for a six months time period.
(S) 5 Other benefits
(1) For the time of this contract the managing director has the right to
receive an upper class company car from the company which also may be used
for private use.
Taxation of the such arising monetary profit will be done by the managing
director.
(2) The managing director is entitled to all voluntary, contractual or legal
special- and social benefits, which the company renders also to the other
employees.
In addition the company is obliged to grant the following benefits to the
managing director:
Private pension insurance including accident insurance.
(3) The managing director will receive of the company outlays and expenses
against receipts in the highest taxable amount or as per tax lump sum
rates.
(4) The management director may wholly or partially waive (defer) the payment
of his salary for the benefit of the company. His claims for payment of his
salary are untouched by this waiver.
In such a case a written credit contract has to be concluded soonest in
which the interest rate and the repayment terms are stated.
Waiver of salaries without written credit contract are not valid.
(S) 6 Final agreements
(1) This employment contract has to be checked each year on December 31st for
the effectiveness and actuality of the statutes as well with regard to the
adequacy of the salary.
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If this check-up shows that single statutes have become invalid or will
become invalid or that extraordinary economical changes have to be
accounted for, an amended form of this contract has to be drawn up within 6
weeks and has to be signed latest 2 weeks after by the contract parties.
(2) In case single clauses of this contract become invalid or will become
invalid, the validity of the remaining contract is untouched.
The invalid clauses shall be replaced by adequate substitutes.
(3) Verbal agreements concerning this contract were not made.
As a rule, all changes and amendments concerning this contract shall be
made in written form.
Back dated changes and amendments however are not allowed.
(4) In case of doubt the statutes have priority before the agreements of this
contract.
Burbach, 1.9.1995
For the share holders IP FIBRE DEVICES (U.K.) Ltd. share holder
represented by MD Xx. X. Xxxxxxxxx
Xx. X. Xxxxxxxxx, share holder
For the company IPG Laser GmbH represented by GF Xx. X.
Xxxxxxxxx
Xx. X.X. Xxxxxxxxx
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Credit Contract
Between Mr. Xx. Xxxxxxxx X. Xxxxxxxxx
as managing director
and IPG Laser GmbH
Xxxxxxxxxx. 0
X-00000 Xxxxxxx
the following credit contract is concluded:
(1) Xx. Xxxxxxxxx grants to the IPG Laser GmbH his monthly salary in
the amount of DM 6.000,00 as a loan from 01.09.1995 up to 31.12.1995.
(2) The loan will bear 8/12 % interest per month
(3) The loan will be prolonged, if necessary, under the same
conditions, beyond 31.12.1995, longest however until 31.12.1996.
(4) Starting 1996 the interest is due every 3 months.
(5) The repayment of the loan has to be effected latest on 0. 1.
1997. The repay has to be effected in 4 installments, at the beginning
of a quarter year. Earlier repayments, in total or partially, are
allowed.
Burbach, 01.09.1995
________________________________________________________________________________
IPG Laser GmbH,
represented by managing director Xx. X. Xxxxxxxxx
________________________________________________________________________________
Xx. Xxxxxxxx Xxxxxxxxx
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Employment Contract dated 01. 09. 1995
DEFERRAL DECLARATION
IPG Laser GmbH develops new generations of lasers and introduces these
products in the market. Due to the lack of capital any profit shall be
invested into research and marketing activities.
Due to this, I as managing director, waive (defer) the payment of the
salary for my job as managing director until 31st December 1995.
At the end of each year and based on the liquidity of the company, the
deferral or the partial waiver of the salary shall be newly stipulated.
The waiver for payment (deferral) of the salary does not impair the claim
of the salary payment. Together with the deferral declaration a credit
contract will be made between me and IPG Laser GmbH.
Burbach, 01.09.1995
________________________________________________________________________________
Xx. Xxxxxxxx Xxxxxxxxx
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