Service Agreement between Fairchild Textil GmbH (the "Company") and Mr. Klaus Esser residing at Gerkerath 82, 41179 Mönchengladbach
Exhibit 99.1
between
Xxxxxxxxx Textil GmbH (the "Company")
and
Xx. Xxxxx Xxxxx
residing at Xxxxxxxxx 00, 00000 Xxxxxxxxxxxxxxx
§ 1
Position
Xx. Xxxxx'x responsibility is to be determined by the shareholders' meeting of the Company, from time to time.
Xx. Xxxxx shall devote his efforts and all of his professional knowledge and experience to the Company, exclusively.
§ 2
Duration
This Agreement commences on 2 January 2004 and is made for a fixed term of 2 years. The Agreement is automatically renewed for an indefinite period of time, unless terminated by either party with six months' notice for the end of the fixed term, and may thereafter be terminated with one year's notice for the end of a calendar quarter.
The Company shall be entitled to release Xx. Xxxxx from any further activities for the Company upon maintaining full payment of his remuneration for the duration of this Agreement.
The Company's right to give extraordinary notice for cause remains unaffected.
§3
Remuneration
Xx. Xxxxx shall receive an annual gross salary of EUR 200,000 (the "Fixed Salary") to be paid in twelve equal instalments at the end of each month. In case a contract year is shorter than the calendar year, the Fixed Salary shall be paid pro rata temporis. The Fixed Salary shall compensate for all overtime, if any. In addition, the Company shall contribute an amount to the health and to the pension insurance of Xx. Xxxxx equal to the statutory employer's share based on the contribution ceiling.
Xx. Xxxxx shall further receive a bonus amounting to EUR 460,000 per year. The bonus shall be payable in twelve equal instalments at the end of each month
§ 4
Holiday
Xx. Xxxxx is entitled to an annual holiday of 30 working days which is based on a work week from Monday to Friday.
§ 5
Company Car
The Company will provide Xx. Xxxxx with a company car (Audi A8 or similar). The company car may also be used privately. Xx. Xxxxx shall bear the salary tax for such private use.
§ 6
Confidentiality
During the period of employment with the Company and at any time thereafter, Xx. Xxxxx shall keep strictly secret all confidential information concerning the Company and will not utilise such information for his own or for the benefit of others.
§ 7
Return of Documents and other Records
Upon termination of the employment with the Company or upon any discharge from his obligation to render services to the Company Xx. Xxxxx shall promptly return to the Company (i) all files, documents, correspondence and records, drafts and the like concerning the business of the Company and its affiliates which are in his possession or which he has access to as well as (ii) any photocopies or other copies thereof, regardless of whether the same were originally furnished by the Company or not. Xx. Xxxxx shall not be entitled to exert any right of retention with respect to such documents and other records.
§8
Amendments
Any amendments of or supplements to this Agreement - including this clause - shall only be effective if made in writing.
§ 9
Resignation
Effective on 2 January 2004 Xx. Xxxxx agrees to terminate his employment agreement with Polo Expressversand Gesellschaft für Motorradbekleidung und Sportswear mbH at no cost.
§ 10
Insurance
The Company agrees to include Xx. Xxxxx in the director and officer liability insurance policy maintained for the Company by the US parent company which is The Xxxxxxxxx Corporation.
§ 11
Assignment
This Agreement may be assigned by the Company to another wholly-owned German company of the Company subject to Xx. Xxxxx'x consent which may not be unreasonably withheld.
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Place/Date |
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Xxxxxxxxx Textil GmbH represented by Xxxx X. Xxxxx |
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Xx. Xxxxx Xxxxx |
