Exhibit 10.21
SERVICE AGREEMENT
between
INVERESK RESEARCH INTERNATIONAL LIMITED
and
X.X. XXXXX
[XXXXXXX XXXXX W.S. LOGO]
XXXXXXX XXXXX W.S.
00 Xxxxxx Xxxxxx
Xxxxxxxxx
XX0 0XX
AGREEMENT between
1. INVERESK RESEARCH INTERNATIONAL LIMITED, a Company incorporated in
Scotland under the Companies Acts (Registered No. 91725) and having its
registered office at Tranent XX00 0XX (hereinafter called "the
Company"); and
2. XXXXXX X. XXXXX of 00 Xxxxxxxx Xxxxxx, Xxxxxxxxx (hereinafter called
the "Executive").
WHEREAS the Executive is a director of and is employed by the Company and it is
desired to regulate the terms of the Executive's employment with the Company.
NOW IT IS HEREBY AGREED as follows:-
1. APPOINTMENT
The Company agrees to employ the Executive and the Executive agrees to
act as Chief Executive of the Company ("the Appointment") and the
Executive agrees to serve the Company upon the terms set out in this
Agreement.
2. PERIOD
The Appointment on the basis set out in this Agreement shall commence
on 20th September 1999 and is continuous with the employment of the
Executive since 1st November 1988 and shall continue until terminated
by either party giving to the other not less than twelve months
previous notice in writing to that effect.
3. DUTIES OF EXECUTIVE
During the continuance of the Appointment the Executive:
(a) shall devote the whole of his working time, attention and
skill to the duties of his office and shall faithfully,
efficiently, competently and diligently perform such
appropriate duties and exercise such powers as may from time
to time be assigned to or vested in him and shall obey all
reasonable and lawful
2.
directions given to him by or under the authority of the Board
and use his best endeavours to promote and extend the
Company's business and to protect and further the interests
and reputation of the Company;
(b) may be required in pursuance of his duties hereunder to
perform services not only for the Company but also for any
Group Company for so long as the Company reasonably requires
and to accept such offices in any subsidiary company as the
Company may from time to time reasonably require and the
Executive shall carry out such duties as if they were duties
to be performed by him on behalf of the Company and the
obligations contained herein shall apply mutatis mutandis as
if all references to "the Company" are references to the
relevant subsidiary company;
(c) hereby warrants to the Company that he shall not, as a
consequence of carrying out his duties hereunder, or entering
into this Agreement or other agreements or arrangements made
or to be made between the Company or any Group Company and him
commit any breach of any terms express or implied (whether
concerning confidentiality, non-competition or otherwise) of
any contract with or of any other obligation to any third
party binding upon him;
(d) shall not during the term of this Agreement (except with the
prior consent in writing of the Board such consent not to be
unreasonably withheld) be directly or indirectly engaged or
concerned in the conduct of any other business which is wholly
or partly in competition with any business carried on by the
Company or any Group Company whether by himself or in
partnership with or as agent, employee or representative of
any
3.
third party nor shall he be directly or indirectly
interested in any such business save through his
holding or being interested in investments (quoted or
unquoted) not representing more than three percent of
the issued securities of any class of any one
company;
(e) shall at all times keep the Board promptly and fully
informed (in writing if so requested) of his conduct
of the business or affairs of the Company or any
Group Company and provide such further information,
written records and/or explanation as the Board may
require;
(f) may be required in pursuance of his duties hereunder
to travel and stay on a temporary basis outside the
United Kingdom (not exceeding 8 weeks in any calendar
year unless otherwise agreed), but shall not, without
his consent, be required to reside outside the United
Kingdom; and
(g) shall conform to such hours of work as may from time
to time reasonably be required of him and shall not
be entitled to receive any additional remuneration
for work outside the normal hours.
4. SALARY AND BENEFITS
During the continuance of the Appointment:-
(a) the Company shall pay to the Executive a salary at
the rate of ONE HUNDRED AND FOUR THOUSAND FIVE
HUNDRED POUNDS (L104,500) per annum or such higher
rate as may from time to time be agreed, such salary
shall be subject to review on 1st January in each
year (such review not to be downward) and shall be
inclusive of any other remuneration from the Company
or any Group Company including, without prejudice to
the above generality, any fees receivable by the
Executive as a
4.
director of the Company or any Group Company. The
said salary (less tax and statutory deductions) shall
be payable to the Executive by equal monthly payments
in arrears on the last Thursday of each month and
shall be deemed to accrue on a daily basis;
(b) the Company shall refund to the Executive, subject
where appropriate to the production of vouchers, all
out-of-pocket or other expenses properly incurred by
him in the performance of his duties including (but
not limited to) expenses of entertainment,
subsistence and travelling and where the Company
issues a company sponsored credit or charge card the
Executive shall use such card only for those expenses
reimbursable in terms of this sub-Clause 4(b), and
the Company reserves the right in its absolute
discretion to withdraw the use of such card(s) from
the Executive at any time without assigning any
reason therefor;
(c) the Executive shall be entitled without loss of
remuneration to 33 working days holiday in each year
(in addition to Bank and other public holidays
notified from time to time by the Company) to be
taken at such time or times as the Company may
approve. Neither Saturday nor Sunday shall be
regarded as a working day;
(d) without prejudice to the Company's rights under
Clause 8 below during any period of absence from work
due to sickness or accident the Executive shall
(after giving the Company when required evidence
satisfactory to it of incapacity and continuing
incapacity to work) be paid in full for the first
twenty-eight weeks of such absence. In each case
there shall be deducted from the Executive's
remuneration the amount of income benefit
5.
which he is entitled to claim in consequence of such
sickness or accident under the National Insurance
scheme for the time being in force (whether such
income benefit is received or not) and/or any scheme
for the time being in force of which by virtue of his
employment with the Company he is a non-contributory
member provided that after the period of
twenty-eight weeks the payment of salary shall be at
the discretion of the Company;
(e) (i) Subject to the rules for the time being
applicable, the Executive shall be entitled
to continue membership or become a member
(as the case may be), and during the
continuance of the Appointment remain a
member of, the Company's pension scheme,
known as the Inveresk Research International
Pension and Life Assurance Plan, or any
other executive, senior or other pension
scheme for the time being in force which
might be applicable to him, particulars of
which are available from the Company
Secretary ("the Scheme");
(ii) the Company shall contribute to the Scheme
at such rate as required to accrue for the
Executive a pension entitlement of not less
than 1/30th of final salary for each year of
employment with the Company;
(iii) the Company shall be entitled at any time to
amend or terminate the Scheme referred to in
Clause 4(e)(i) or the Executive's membership
of it subject to (i) providing him with the
benefit of an equivalent pension scheme
("the New Scheme") which shall be no less
favourable overall to the Executive and (ii)
ensuring that the Executive is in a
position, if he so elects, to transfer his
accrued benefits in the Scheme
6.
into the New Scheme, as if such pensionable service had been
under the New Scheme;
(iv) changes in the rules of any pension scheme from time to
time in force will be notified in writing to the Executive
within one month of such change becoming effective and copies
of the rules of any such pension scheme will be made available
to him on application to the Company Secretary;
(f) the Company shall pay the premiums and other cost associated with
the provision of permanent health insurance for the Executive at a
level which is calculated to provide the Executive with not less
than 65% of the annual salary payable to the Executive in terms
of sub-Clause 4(a) hereof provided that there shall be deducted from
the Executive's remuneration the amount of income benefit which he
is entitled to claim in consequence of such sickness or accident
under the National Insurance Scheme for the time being in force;
(g) the Company shall pay the premiums and other costs associated with
the provision of private medical insurance for the Executive and
his immediate family at a level which is in accordance with Company
policy from time to time; and
(h) the Company shall pay the premiums and other costs associated with
the provision of death-in-service insurance for the Executive at a
level calculated to provide not less than four times the annual
salary payable to the Executive in terms of sub-Clause 4(a) hereof.
7.
5. OTHER BENEFITS
(a) Motor Car
For the purpose of enabling the Executive properly to
perform his duties hereunder the Company, at the sole discretion of
the Executive, shall either (i) provide him with the use of a motor
car for a leasing cost of up to L465 per month excluding Value Added
Tax or (ii) provide him with a car allowance of L8,000 per annum
(each such sum to be subject to annual review), and in either event
with a fuel card in respect of both business and private fuel.
(b) Clothing Allowance
The Company shall provide the Executive with an annual clothing
allowance of L205 per annum plus Value Added Tax, such sum
to be subject to annual review.
(c) Telephone Allowance
The Company shall provide the Executive with a telephone allowance
of L38 per month (inclusive of Value Added Tax), such sum to be
subject to annual review.
(d) Bonus
(i) The Executive shall be entitled to a corporate performance
bonus ("CPB"). The CPB shall be payable quarterly at a rate of
such percentage of the Executive's Salary in terms of Clause
4(a) hereof as may be determined by the Board of the Company;
and
(ii) the Executive shall be entitled to a personal bonus on the
terms set out in a letter dated 16th February 1999 from I.P.
Sword to the Executive and shall further be entitled to
participate in an annual successor arrangement to such
personal bonus on terms similar
8.
to the terms of the personal bonus to be agreed between the
Executive and the Board prior to 31st December in each year;
and
(iii) the Executive shall be entitled to a loyalty bonus on the
terms set out in a letter dated 23rd March 1999 from I.P.
Sword to the Executive.
6. NON-DISCLOSURE OF CONFIDENTIAL INFORMATION
(a) The Executive shall not directly or indirectly divulge or
communicate to any person (other than those within the employment of
the Company whose province it is to know the same or with the prior
written authority of the Company or as otherwise required by
law) nor shall he make use of (otherwise than for the purposes of
performing his duties hereunder) any of the trade secrets, designs,
techniques, design improvements, know-how, business information,
methods, lists or other confidential information of the Company or
of any Group Company or of their respective customers which he may
(whether heretofore or hereafter) have received or obtained while in
the service of the Company or of any Group Company or of any
information in respect of which the Company or any Group Company is
bound by an obligation of confidentiality to a third party
("Confidential Information"). This restriction shall continue to
apply after the termination of the Appointment.
(b) The Executive shall use his best endeavours to prevent the
publication or disclosure of any Confidential Information whether
relating to trade dealings, financial affairs or otherwise.
(c) The restrictions contained in this Clause 6 shall cease to apply to
any Confidential Information which may (otherwise than by
9.
reason of the default of the Executive) become available to
the public generally.
(d) The Executive shall not during the continuation of the
Appointment make (otherwise than for the benefit of the
Company or any Group Company) any notes, memoranda, tape
recordings, films, photographs, plans, drawings or any form of
record relating to any matter within the scope of the business
of the Company or any Group Company or concerning any of the
dealings or affairs of the Company or any Group Company ("the
Company Records").
7. INVENTIONS
In view of the fact that the business of the Company and of the Group
Companies consists in part in the development and exploitation of
inventions, techniques, designs and methods and that it is the
Executive's responsibility to further the interests of the Company and
the Group Companies in respect thereof he agrees that each and every
discovery, invention, improvement, design and secret process made or
discovered by him (whether alone or with any other person or persons)
at any time whether before or after the date hereof but after he
became an employee of the Company whether capable of being patented or
registered or not (and whether or not made or discovered in the course
of his employment hereunder) in connection with or in any way
affecting or relating to the business of the Company or of any Group
Company or capable of being used or adapted for use therein or in
connection therewith shall forthwith be disclosed to the Company and
shall belong to and be the absolute property of the Company or such
Group Company as the Company may nominate for the purpose. If and
whenever required so to do (whether during or after the termination of
the Appointment) the Executive shall at the expense of
10.
the Company apply or join in or appoint the Company as his agent with
full powers for the purposes of applying for letters patent or other
equivalent protection in the United Kingdom or any other part of the
world for any such discovery, invention, improvement, design and
secret process as aforesaid and execute all instruments and do all
things necessary for vesting the said letters patent or other
equivalent protection when obtained and all right, title and interest
to and in the same in the Company (or its nominees) absolutely and as
sole beneficial owner or in such other person as the Company may
require; provided always that nothing herein shall prejudice the
rights of the Executive as contained in Sections 40 to 43 of the
Patents Xxx 0000 as amended by the Copyright, Designs and Patents Xxx
0000.
8. TERMINATION
(a) Without in any way limiting any rights of the Company this
Agreement shall be subject to termination by the Company by
summary notice in writing given at any time if the Executive:-
(i) if the Executive shall have committed any serious
or material breach (whether by one or several acts
or omissions) of his obligations hereunder; or
(ii) shall have been guilty of conduct to bring him or
the Company or any Group Company into disrepute;
or
(iii) shall have been found guilty of any criminal
offence (other than an offence under the Road
Traffic Acts from time to time in force); or
(iv) shall have become of unsound mind or lunatic; or
(v) shall have committed any act of bankruptcy or
shall have taken advantage of any statute for the
time being in force offering relief for insolvent
debtors.
11.
(b) If the Company has any grounds to believe it may have a
right to terminate the Appointment of the Executive pursuant
to sub-Clause (a) above, it shall be entitled (but without
prejudice to its right subsequently to terminate the
Appointment on the same or any other ground) to suspend the
Executive on full payment of salary and other benefits
during the period of any enquiry or investigation into the
circumstances giving rise to such belief.
(c) Without prejudice to the rights of the Executive to
remuneration and other benefits hereunder and to the rights
of the Company hereunder including, without prejudice to the
foregoing generality, sub-Clause 8(b) and Clause 6, the
Company shall have the right at any time after either party
has given notice to the other of termination of this
Agreement in terms of Clause 2 hereof until such termination
to require the Executive not to attend at any place of work
and to exclude him from any premises of the Company (or any
Group Company in relation to which the Executive held a
position of responsibility at any time during the twelve
months immediately prior to the date on which notice is
served pursuant to Clause 2) and the Company shall be under
no obligation to vest in or assign to the Executive any
powers or duties or to provide any work for the Executive
and shall have the right to suspend him from the performance
of any duties or obligations hereunder (provided that the
rights of the Company pursuant to this sub-Clause 8(c) shall
not be exercised for a period exceeding twelve months in
aggregate) and the Executive shall at the request of the
Company resign without claim for compensation from any
office of director or otherwise held by him in the Company
or in any Group Company.
12.
(d) Following the service of notice by either party in accordance
with Clause 2 the Company may terminate the Appointment
forthwith by paying salary and the value of all other
contractual benefits in lieu of the required period of notice
(but without prejudice to the Company's rights under Clause 10
of this Agreement) and it is expressly agreed and declared
that such payment in lieu of notice shall not constitute a
repudiation of this Agreement.
(e) Termination of the Executive's appointment hereunder howsoever
and for whatever reason and whether lawfully or otherwise
shall be without prejudice to any rights which have accrued to
the Company at the time of termination or to the provisions of
Clauses 6,9 and 10 which shall remain in full force and
effect.
9. PROVISIONS ON TERMINATION
(a) On the termination of the Appointment (which term, for the
purposes of the Agreement as a whole, shall mean termination
of the Appointment irrespective of the cause or manner,
including, for the avoidance of doubt, by reason of a
repudiatory breach of the Agreement by the Company) or any
time thereafter the Executive shall at the request of the
Company resign without claim for compensation from any office
of director or otherwise held by him in the Company or in any
Group Company and transfer without payment to the Company any
shares held by the Executive as a nominee on behalf of the
Company or any Group Company.
(b) All property of, or relating to, the Company or any Group
Companies as shall have been in the possession of the
Executive shall be surrendered by him to someone duly
authorised by the
13.
Company upon the termination of the Appointment or the
suspension of the Appointment in accordance with sub-clause
8(b) or sub-Clause 8(c) or at the request of the Board at any
time during the course of his employment hereunder.
10. NON-COMPETITON.
10.1 As the Executive, in the course of his employment and
directorship, is likely from time to time to obtain knowledge
of trade secrets and other confidential information of Group
Companies and to have dealings with the customers and
suppliers of Group Companies and in order to protect such
trade secrets and other confidential information and the
goodwill of Group Companies, the Executive undertakes to the
Company in the terms of Clause 10.2.
10.2 The Executive undertakes to the Company that, without
prejudice to any other duty implied by law or equity, he will
not, for a period of 12 months (the "Restricted Period") after
he ceases to be either an employee of, or a consultant to, any
Group Company and does not continue in any such capacity (the
"Termination Date");
10.2.1 be concerned in any business which competes with any
business of any Group Company as carried on at the
Termination Date (and in which the Executive was
actively involved during the 12 months ending on the
Termination Date) in any territory in which such
business was carried on at such date;
10.2.2 directly or indirectly on his own account or on
behalf of or in conjunction with any person (except
on behalf of a Group Company) canvass or solicit
business or custom for goods of a similar type to
those being manufactured or dealt in or services
similar to those being provided by any Group Company
at the Termination Date and with which the Executive
was actively involved in the course of his employment
during the 12 months
14.
ending on the Termination Date from any person who
has been at any time during the 12 months ending on
the Termination Date a customer or client of any
Group Company and with whom the Executive was
actively involved in the course of his employment
during the 12 months ending on the Termination Date;
10.2.3 directly or indirectly on his own account or on
behalf of or in conjunction with any person induce or
attempt to induce any supplier of any Group Company,
with whom the Executive was actively involved in the
course of his employment during the 12 months ending
on the Termination Date, to cease to supply, or to
restrict or vary the terms of supply to, any Group
Company or otherwise interfere with the relationship
between such a supplier and any Group Company;
10.2.4 directly or indirectly on his own account or on
behalf of or in conjunction with any person induce or
attempt to induce any employee of any Group Company
who is engaged in any business or activity carried on
by a Group Company at the Termination Date, and with
whom the Executive during the 12 months ending on the
Termination Date had material dealings in the course
of his employment, to leave the employment of that
Group Company (whether or not this would be a breach
of contract by the employee); or
10.2.5 use or (insofar as he can reasonably do so) allow to
be used (except by a Group Company) any trade name
used by any Group Company at the Termination Date, or
any other name calculated or likely to be confused
with such a trade name.
10.3 The Company and the Executive agree that the foregoing
restrictions shall apply even in circumstances where the
relevant Executive was
15.
made redundant or was constructively or unfairly or wrongfully dismissed
as determined in accordance with the provisions of Clause 10.4 below
provided that in such circumstances the Company shall pay to the Executive
each month during the Restricted Period a sum equal to the monthly
remuneration to which he was entitled immediately prior to the
termination.
10.4 Without prejudice to the Executive's rights to claim constructive and/or
wrongful and/or unfair dismissal, for the purposes of determining whether
the Executive has been constructively and/or unfairly and/or wrongfully
dismissed solely for the purposes of Clause 10.3 of this Agreement the
Executive or the Company may request the appointment of an independent
solicitor to determine whether the Executive has been constructively
and/or unfairly and/or wrongfully dismissed. Such appointment shall be
made by the Executive and the Company either jointly or, in default of an
agreement within seven days of one party notifying the other of its wish
to appoint an independent solicitor, by the President for the time being
of the Law Society of England and Wales on the application of either
party. The certification prepared by such independent solicitor shall be
final and binding on the Executive and the Company for the purposes of
this Clause 10. Such independent solicitor shall act as an expert and not
as an arbiter. The Company shall pay the charges of any independent
solicitor appointed in accordance with this Clause 10.4 unless the
independent solicitor determines that the Executive was not
constructively, unfairly or wrongfully dismissed in which case the costs
shall be borne by the Executive.
10.5 The restrictions set out in Clause 10.2 above shall apply to any action
taken by the Executive whether as agent, representative, principal,
16.
employee or consultant or as a director of any company and/or by any
company controlled by him.
10.6 The Executive acknowledges and agrees that each of paragraphs 10.2.1 to
10.2.5 of this Clause 10 constitutes an entirely separate and independent
restriction on him and that the duration, extent and application of each
of the restrictions are no greater than is necessary for the protection of
the interests of the Company and the Group Companies.
10.7 While the restrictions aforesaid are considered by both parties to be
reasonable in all the circumstances it is recognised that restrictions of
the nature in question may fail for technical reasons unforeseen and
accordingly it is hereby declared and agreed that if any of such
restrictions shall be adjudged to be void as going beyond what is
reasonable in all the circumstances for the protection of the interests of
the Company and the Group Companies but would be valid if part of the
wording thereof were deleted the said restrictions shall apply with such
deletion as may be necessary to make them valid and effective.
10.8 In the event that the Executive is suspended under Clause 8(d) from the
performance of his duties, for the purposes of this Clause 10 the
"Termination Date" shall be the date on which the Executive is first so
suspended.
11. AUTHORITY OF THE COMPANY
The Executive hereby irrevocably appoints the Company to be his authorised
attorney to do all such things and to execute all such documents in his
name and on his behalf as may be necessary to secure that the full benefit
and advantage of the rights arising under Clause 7 and sub-clauses 9(a)
and (b) hereof are obtained by the Company (or where appropriate its
nominee) and a letter signed by any Director or
17.
Secretary of the Company certifying that anything or any document has been
done or executed within the authority hereby conferred shall be conclusive
evidence of the same.
12. DEFINITIONS
In this Agreement words and phrases defined in Section 736 of the
Companies Act 1985 (as amended) shall bear the same meaning and the
expression "Board" means the directors of the Company present at a meeting
of the directors or of a committee of the directors duly convened and
held, the expression "Parent" means Inveresk Research Group Limited a
company incorporated in Scotland with registered number 198026 and the
expression "Group Companies" means the Parent and its subsidiary companies
from time to time and Group Company means any one of them.
13. NOTICES
Notices may be given by either party by first class prepaid recorded
delivery letter or by facsimile transmission addressed to the other, or by
delivery at (in the case of a notice to the Company) its registered office
for the time being and (in the case of a notice to the Executive) his last
known address and in the case of a letter shall be deemed to have been
given 48 hours after posting and in the case of facsimile transmission or
delivery shall be deemed to have been given at 9.00 a.m. on the business
day following transmission or delivery as the case may be.
14. EMPLOYMENT RIGHTS ACT
The information contained herein and in the Schedule hereto constitutes a
written statement of the terms of the Executive's employment in compliance
with the provisions of the Employment Rights Xxx 0000.
18.
15. SURVIVAL OF AGREEMENTS
The expiration or determination of this Agreement howsoever arising
(including, for the avoidance of doubt, by reason of a repudiatory
breach by the Company) shall not operate to affect such of the
provisions hereof as in accordance with their terms are expressed to
operate or have effect thereafter.
16. ENTIRE AGREEMENT
This Agreement is in substitution for all previous contracts of service
between the Company or any Group Company and the Executive which shall
be deemed to have been terminated be mutual consent as from the date
on which this Agreement is deemed to have commenced. The Executive
acknowledges that he has no claim against the Company or any Group
Company (or against any of their respective assets) arising under or
out of any such contract or arrangement other than for accrued salary
and bonus entitlements. The Executive and the Company each acknowledge
that this Agreement constitutes the whole and only agreement between
the parties in relation to the employment of the Executive with the
Company and in entering into this Agreement neither party is relying on
any undertaking, representation, warranty, promise or other assurance
of any other person made on or prior to the date of this Agreement
which is not set out herein.
17. NON-WAIVER
No failure of the Company to exercise, nor any delay in exercising, any
right hereunder shall operate as a waiver of that or any other right or
remedy of the Company, nor shall any partial exercise preclude any
further or other exercise.
19.
18. PROPER LAW
This Agreement shall be governed by and construed in accordance with
the Law of Scotland.
IN WITNESS WHEREOF these presents consisting of this and the eighteen preceding
pages and the Schedule hereto are executed as follows:-
SIGNED on behalf of INVERESK /s/ Xxx X. Sword
RESEARCH INTERNATIONAL -----------------------------
LIMITED by I. Sword Director
and X. Xxxxxx, both directors
at Edinburgh on the 20th /s/ Xxxxxxx Xxxxxx
xxx of September Nineteen -----------------------------
hundred and Ninety Nine. Director
SIGNED by the said XXXXXX X. XXXXX
at Edinburgh on the 20th /s/ Xxxxxx X. Xxxxx
day of September Nineteen -----------------------------
hundred and Ninety Nine before X.X. Xxxxx
this witness:-
/s/ Xxxx X. Xxxxxxxxx
-------------------------
Xxxx X. Xxxxxxxxx Full Name
-------------------------
11 Xxxxxx St. Address
-------------------------
Edinburgh
-------------------------
Solicitor
-------------------------
Occupation
20.
THE SCHEDULE
EMPLOYMENT RIGHTS XXX 0000
THE EMPLOYER Inveresk Research International Limited
THE EMPLOYER/ Xxxxxx X. Xxxxx
EXECUTIVE
APPOINTMENT Chief Executive
PERIOD OF From 1st November 1988 and ending on 12 months notice
APPOINTMENT from either party. Previous employment with any Group
Company does count as part of continuous employment for
statutory purposes.
SALARY L104,500 per annum subject to agreement and review on
1st January in each year and payable monthly in arrear
on the last Thursday of each calendar month.
HOURS OF WORK The normal hours of work are currently from 9:00 a.m. to
5:00 p.m. (Monday to Friday) inclusive of 45 minutes for
lunch daily. The Executive is expected to work
reasonable overtime when necessary for the performance
of his/her duties without additional remuneration.
HOLIDAYS 33 working days in any calendar year and such Bank or
public holidays as the Company may approve.
PENSION There is a contracting-out certificate in relation to
the employment.
REDRESS OF The grievance procedure currently in force and any
GRIEVANCE & disciplinary rules applicable to the Executive will be
DISCIPLINARY set out from time to time in notices displayed at
PROCEDURE his/her place of work or will otherwise be obtainable
from the Company.
/s/ Xxx X. Sword /s/ X.X. Xxxxx
----------------------------- -----------------------------
Dir WSN
/s/ Xxxxxxx Xxxxxx
-----------------------------
Dir
