EMPLOYMENT AGREEMENT
This
agreement has been made on the date set out below.
BETWEEN
Neonode, Inc., hereafter “the Company” AND Xxxxxx Xxxxxx “the
Employee”.
|
§
1
|
Form
of employment and position
|
The
Employee is hereby employed as CEO.
The
parties agree that the position entails duties and conditions of employment
such
that the employee shall be deemed to occupy a managerial or comparable
position.
|
§
2
|
Work
duties
|
The
Employee’s work duties shall accord with instruction, which may from time to
time be given for the position of CEO. The Employee’s locality of employment is
at present Sweden.
|
§
3
|
Duration
of the agreement and notice of
termination
|
This
agreement shall apply as of 2006-03-05 and indefinitely thereafter. The
agreement may be terminated upon observance of a period of notice of termination
of 12 months by the Company, and 6 months by the Employee. For the length of
the
employee’s seniority and service within the Company, the date of this agreement
shall apply.
Upon
termination by the Company, the Company is entitled to remove the Employee
from
the conduct of the Company’s affairs during the period of notice or part
thereof.
In
such a
case, the Employee is entitled to assume other employment or to conduct his
own
business with no other restriction than that which appears in the provision
of
non-competition of this agreement.
If
the
Employee is removed from his conduct of the Company’s affairs, then all property
which the Employee uses in connection with the employment shall be returned
to
the Company within five days, however in no case later than the date of the
employment’s termination.
|
§
4
|
Work
hours and vacation
|
The
Employee shall devote all of his work time to his post pursuant to this
agreement, and according to the standard working hours of the
Company.
Vacation
shall consist of 30 vacation days per year pursuant to the provisions of law
as
may from time to time be applicable.
Vacations
shall be planed in consultation with direct supervisor, and with respect to
the
business in the Company.
|
§
5
|
Outside
work
|
The
Employee may not hold another employment or be engaged in another business
without the expressed and written approval of the board, nor may the Employee
otherwise he engaged in activities, which can detrimentally affect his
employment under this agreement.
|
§
6
|
Salary
and Remuneration for board membership
|
Annual
base salary applicable shall be 1.560.000 SEK.
A
review
of salary and benefits shall normally he made each year in connection with
ordinary revision of the pay scale for the Company’s other employees. The first
review of salary shall be made after six months.
According
to the policy applicable to the Company the Employee is not entitled to receive
remuneration for hoard membership in companies of the Company
group.
No
salary
for overtime work or travel time shall be payable.
|
§
7
|
Bonus
and options
|
The
Employee is engaged into a separate bonus arrangement, annually established
in
discretion by the Company. Current bonus program in appendix 1.
The
Employee is engaged into a separate stock options agreement with the Company.
Appendix 2.
|
§
8
|
Pension
and sickness benefits etc
|
In
addition to benefits required by the national insurance act the Employee is
entitled to the insurance policy of Neonode Inc. as may front time to time
be
applicable.
The
Employee is also entitled to a pension benefit of 12% of the annual base salary
per year, which will substitute the current scheme between the relevant employer
and employee associations with regard to supplementary pension for salaried
employees. By choosing a pension benefit the employee will not have the option
to join “ITP tjanstepension” at any point of his employment with the
Company
|
§
9
|
Business
Trips and parking lot provided by the
employer
|
In
connection with business trips, the Employee shall receive compensation
according to the Company’s travel and subsistence allowance rules. In connection
with such trips, the Employee shall comply with the provisions on travel and
accommodation expenditures contained in those rules.
The
Employee shall be provided a parking lot nearby the office in Stockholm
|
§
10
|
Summary
dismissal
|
The
Company is entitled to summary dismiss the Employee, effective immediately,
if
the Employee has grossly neglected his statutory or contractual obligations.
In
the event of such summary dismissal the Employee forfeits any right to severance
pay as well as the right to salary another employment benefits during the period
or notice, if any.
|
§
11
|
Severance
|
The
Employee is entitled to severance pay if
a)
the
Company dismisses the Employee; or
b)
the
Employee terminates the agreement due to the Company’s breach of
contract.
Severance
pay shall he paid at the minimum amount based on the Employee’s salary at the
time of the agreement’s termination, corresponding to 12 months base
salary.
Severance
pay shall be paid monthly following the termination of the employment contract.
The Company will not pay social security fees on the severance pay or insurance
premiums unless so required by statue or contract. Severance pay is not combined
with vacation pay.
If
the
Employee during the period that severance pay is paid pursuant to the proceeding
paragraph, assume employment with another employer or become engaged in his
own
business, then the Company shall be notified of such circumstance and in such
a
case deduction of the severance pay shall be made.
|
§
12
|
Secrecy
|
The
Employee agrees without any limitation in time not to disclose to third parties
confidential information concerning the Company or any other company in the
Company Group and their business activities.
“Confidential
information”, as used in this provision means any information – technical,
commercial or of any other nature – regardless of whether or not the
information is documented, with the exception of information which is, or
becomes generally known or which has come, or will come, to general knowledge
other than through the Employee’s breach of this provision.
If
the
Employee commits a breach of the above secrecy undertaking the Employee shall,
upon request by the Company pay a penalty of 250.000 SEK for each individual
case. The Company is also entitled to damages above 250.000 SEK if the
Employee’s breach of the secrecy agreement damage the Company for more than
250.000 SEK.
|
§
13
|
Non-competition
|
The
Employee agrees that during the period of employment and for a period of 12
months after termination of the employment, not to, either directly or
indirectly, conduct or in any manner further activities that competes with
the
business activities of the Company.
If
the
Employee commits a breach of the above prohibition against competition, the
Employee shall upon request by the Company pay a penalty of 500.000 SEK for
each
individual breach. The Company is also entitled to damages above 500.000 SEK
if
the Employee’s breach of the competition damage the Company for more than
500.000 SEK.
Payment
of a penalty shall not prejudice the Company’s right to remedies other than
damages due to breach of contract.
|
§
14
|
Amendments
|
Only
those amendments and addition to this agreement that are made in writing and
signed by the parties are valid.
|
§
15
|
Entire
agreement
|
The
agreement and its appendixes constitute the parties complete regulation of
all
questions which the agreement concerns. All written or undertakings or
understandings which have proceeded the agreement or superseded by the contents
of this agreement and its appendixes
|
§
16
|
Governing
law
|
This
agreement and any dispute in connection with this employment relationship is
governed by Swedish law and Swedish courts.
This
agreement has been executed in two copies of which the parties have taken one
each.
|
Stockholm
2006-11-30
Neonode
Inc
|
Place
and date
|
|
|
/s/
Per Xxxxxxx
|
/s/
Xxxxxx Xxxxxx
|
|
|
Per
Xxxxxxx
Chairman
|
Xxxxxx
Xxxxxx
|
|
|
/s/
Xxxxxx Xxxxxx
|
||
|
Xxxxxx
Xxxxxx
Director
|
Appendix
1, bonus program
The
Company and the Employee shall in good faith work out the details for a bonus
program, where the Employee is entitled to a yearly bonus of maximum twelve
months salaries.
Appendix
2, stock option program
The
Employee is entitled to participate in the employee stock option program. The
allocation to the Employee is 100.000 employee stock options at points in time
over a period of 4 years.
