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EXHIBIT 10.34
MANAGING DIRECTOR/VICE PRESIDENT OPERATIONS CONTRACT
between
Baldwin Germany GmbH
(hereinafter referred to as the "Company" or "BGG")
and
Dr. Steffen Weisser
(hereinafter referred to as "Managing Director" or "Vice President
Operations")
PREAMBLE
This Employment Agreement sets forth the terms of your employment
as the
Managing Director ("Vorsitzender der Geschaftsfuehrung") of Baldwin
Germany GmbH
in Friedberg, Germany and Vice President Operations of the Baldwin
Group
effective July 1, 2009 and it supersedes your current employment
agreement
signed and dated on June 28, 2007.
1. DUTIES AS MANAGING DIRECTOR/VICE PRESIDENT OPERATIONS
The Managing Director/Vice President Operations will report
directly to the
President and CEO of Baldwin Technology Company, Inc. ("BTI") and
shall be
responsible for the operational leadership with direct reporting of
the
following areas: all Product Units including the areas of
Engineering, R&D,
Documentation, Testing and Assembly, as well as the indirect
functions including
Finance & Accounting, Human Resources, Legal, and IT of the
Baldwin Group's
operations in Germany, China, Sweden, India, and Americas. The
Managing
Director/Vice President Operations shall represent the Company in
compliance
with the law, this Contract of Employment, and the directions of
BTI, of which
BGG is a wholly owned subsidiary. The Managing Director/Vice
President
Operations shall also be a member of the Baldwin Leadership Team
(BLT), which
consists of seven members including the President & CEO and CFO
of BTI.
Periodically from time to time, the Company or Baldwin Group may
change the
duties and responsibilities of the Managing Director/Vice President
Operations
or the location of the Company's or Baldwin Group's operations by
adding to them
or subtracting from them.
In the course of his activities, the Managing Director/Vice
President Operations
shall look after the Company's operational, commercial, financial
and
organizational interests in the best possible manner. He shall
fulfill his
duties with the due diligence of a prudent businessman and shall be
responsible
for the compliance with the existing statutory obligations. The
Managing
Director/Vice President Operations shall represent the Company in
and out of
court together with a Co-Managing Director or an Authorized
Signatory
(Prokurist). Internally, he shall be solely in charge of, and
solely responsible
for all operations as identified herein.
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The Managing Director/Vice President Operations shall exercise the
Company's
rights and fulfill the Company's obligations in accordance with the
provisions
of all employment and social welfare law.
The Managing Director/Vice President Operations shall be bound by
the
instructions of the Company and BTI. Any acts going beyond the
Company's usual
operations and limits of the Delegation of Authority require prior
consent from
the President & CEO of BTI.
Although the duties of the Managing Director/Vice President
Operations hereunder
shall require him to travel to other Company and Subsidiary
locations, the
Managing Director/Vice President Operations' primary location of
work shall be
in Friedberg, Germany. At the Company's or Baldwin Group's request,
the Managing
Director/Vice President Operations' location of work may be
changed.
The Managing Director/Vice President Operations shall make his
entire working
capability and all his knowledge and experience available to the
Company and to
the entire Baldwin Group.
The Managing Director/Vice President Operations shall not be bound
by particular
working hours. He shall be required to be available for providing
services
whenever and insofar as this is required for the well-being of the
Company and
the Baldwin Group.
2. TERM OF CONTRACT
This Employment Agreement shall be effective July 1, 2009 and will
remain valid
until terminated by the Company or the Managing Director/Vice
President
Operations in writing with six (6) months notice as of the end of
any month. The
Company shall have the right to remove the Managing Director/Vice
President
Operations from his position during the notice period or part of
the notice
period. Such removal shall not impact the Managing Director/Vice
President
Operations' employment benefits under this agreement.
At latest, this Contract shall expire at the end of the month in
which the
Managing Director/Vice President Operations reaches the age of 65,
without an
express termination being necessary.
This Contract may be terminated by the Company for cause at any
time without
notice. A cause for such termination shall exist, if the Managing
Director/Vice
President Operations violates the non-competition clause or if the
Managing
Director/Vice President Operations acts disloyally and
detrimentally in relation
to the Company and/or Baldwin Group.
In the case the Managing Director/Vice President Operations'
Contract is
terminated by the Company without cause prior to age 65, the
Company will pay
the Managing Director/Vice President Operations severance pay in an
amount equal
to the last monthly
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base salary at the time of termination for a period of six (6)
months following
the expiration of the notice period.
3. SALARY AND MICP
The Managing Director/Vice President Operations shall be paid a
base monthly
salary amounting to Euro 190,000 per annum payable in monthly
installments on
the last day of each month.
Said salary will include the pay for any and all overtime hours,
claims for any
pay for overtime hours, work on Sundays or public holidays and any
other
additional work shall not be permitted under this agreement.
Effective January 1, 2010 the base salary will be increased to Euro
200,000 per
annum. Beginning on January 1, 2011, the President & CEO of BTI
shall review the
Managing Director/Vice President Operations' performance and
attainment of
mutually agreed-upon objectives, each succeeding year consistent
with the
effective date of January 1st. The Managing Director/Vice President
Operations'
base salary for the ensuing twelve (12) month period may be
increased, subject
to the approval of the Compensation Committee of the Board of
Directors and the
Board of Directors of BTI, in accordance with the level of
performance of the
Managing Director/Vice President Operations as well as the market
and business
c