Back to top

EMPLOYMENT CONTRACT

Executive Employment Agreement

EMPLOYMENT CONTRACT 

 | Document Parties: LEVI STRAUSS &| CO You are currently viewing:
This Executive Employment Agreement involves

LEVI STRAUSS &| CO

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: EMPLOYMENT CONTRACT
Date: 4/10/2007

EMPLOYMENT CONTRACT 

, Parties: levi strauss &, co
50 of the Top 250 law firms use our Products every day
 

Exhibit 10.3

EMPLOYMENT CONTRACT

Armin Broger

THE UNDERSIGNED :

1.

 

Levi Strauss Nederland B.V. , a private limited liability company having its registered office at Pilotenstraat 45 in (1059 CH) Amsterdam, The Netherlands, for the purposes hereof lawfully represented by Mr. Regis Mulot, referred to below as the ‘ Employer ’;

and

2.

 

Mr. Armin Broger , an Italian national, residing at Herman Gorterstraat 7 in Amsterdam, the Netherlands, referred to below as the ‘ Employee ’;

WHEREAS

 

Employer will employ Employee for the position of President of Levi Strauss Europe commencing on 26 February 2007;

 

 

 

 

Employee will be appointed as director ( statutair directeur ) of Levi Strauss Nederland B.V. and other business entities;

HAVE AGREED AS FOLLOWS

Article 1: Commencement and Term

The employment contract will commence on or after 26 February 2007 but on 31 March 2007 at the latest and is entered into for an indefinite period of time subject to any other agreement between the parties.

Article 2: WCOBC and Statement of Commitment

1.

 

The Employee declares that he has received a copy of the company’s Worldwide Code of Business Conduct (WCOBC) and Statement of Commitment , and that he accepts the content thereof.

 

 

 

2.

 

The provisions of the WCOBC and Statement of Commitment form an integral part of this employment contract.

 

 

 

3.

 

The Employer will be entitled to unilaterally amend the content of the WCOBC and Statement of Commitment, if and insofar as it has a weighty reason in doing so that is of such a nature that the Employee’s interests in all reasonableness and fairness must yield to the Employer’s interest, provided that this Employment Agreement will prevail in case of conflict.

 


 

Article 3: Position

1.

 

The Employee will hold the position of President of Levi Strauss Europe.

 

 

 

2.

 

The Employee’s position will have duties and responsibilities for managing the European division of Levi Strauss & Co. Currently comprising the following countries: Albania, Andorra, Austria, Belarus, Belgium, Bosnia/Herzegovina, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Ireland, Italy, Latvia, Lithuania, Luxembourg, Macedonia, Malta, Monaco, Netherlands, Norway, Poland, Portugal, Slovenia, Romania, Russia, San Marino, Serbia, Slovakia, Spain, Sweden, Switzerland, Ukraine, United Kingdom and dependent territories and Yugoslavia.

 

 

 

3.

 

The Employee will also perform duties in addition to those that are considered his usual duties, if such performance may be reasonably expected from him.

 

 

 

4.

 

Without the Employer’s prior written consent, the Employee will not during his employment term, alone or with others, directly or indirectly, establish, conduct or perform work for a business (whether or not for consideration) that competes with or creates a conflict of interest with the Employer’s business, whatever its form.

 

 

 

5.

 

The Employee, at the Employer’s request, will at all times perform work for a company affiliated with the Employer in addition to those that are considered his usual duties, if such performance may be reasonably expected from him.

 

 

 

6.

 

With regard to his duties, the Employee will report to the President and Chief Executive Officer.

Article 4: Working Hours and Workplace

1.

 

The workweek and office hours will be in accordance with Company Policy.

 

 

 

2.

 

The Employee shall carry out his duties from the offices of the Employer. The Employee shall make all trips necessary for the proper performance of his contract. The Employer may relocate the Employee’s workplace, if the company’s interests so require and if such may be reasonably expected from him giving his personal circumstances.

 

 

 

3.

 

The Employee holds a managerial position and/or a position of trust and, at the Employer’s request, will work overtime outside the normal working hours whenever a proper performance of his duties so requires. No remuneration will be paid for overtime work, commuting time or travelling time nor shall any compensation in that respect be due.

Article 5: Salary and Incentives

1.

 

The Employee will be entitled to a gross annual salary of EUR 725,000.00, inclusive vacation pay and 13th month under relevant laws.

 

 

 

2.

 

The salary will be reviewed upwardly annually by the Levi Strauss & Co. Board in accordance with Company Policy.

 


 

3.

 

The Employee will participate in the applicable Annual Incentive Plan (AIP) and Senior’s Executive Long-term Incentive Plan (SELTIP) , a stock Appreciation Right’s program with a 3-year performance cycle. Grants fully vest and are settled in cast at the end of the performance cycle. A copy of the plans that currently apply are attached to this employment contract as Appendix I and II and are an integral part hereof. The granting of the bonus is at the Employer’s discretion. The Employee can in no event lay claim to a bonus that has not yet been granted, unless agreed otherwise herein. The granting of a bonus in any given year or during several years will not create a precedent for any subsequent years. Ongoing participation in these plans is intended at a similar level but will be subject to Company Policy and Board approval; in this connection, the parties explicitly refer to subparagraph 6, below.

 

 

 

4.

 

Employee’s ongoing participation rate in the AIP is 65% of his base salary per annum. However, the following exception will apply:

 

 

For 2007, on a one-time basis, his AIP participation rate will be 100%. This one-time (i.e. not to be repeated in future years) increase to his participation rate is intended to provide an additional incentive reward opportunity tied to both business and individual performance.

 

5.

 

In 2007, Employee will be eligible to receive a grant award of 100,000 SELTIP units with a target award value of US $ 1,500,000 (gross). The performance cycle for this grant will begin with the 2007 fiscal year. This award will be valued after the end of the 2009 fiscal year and will be paid during the first quarter of 2010.

 

 

 

6.

 

Similarly to any amendments imposed upon other employees and in accordance with the relevant plan, the Employer will be entitled to unilaterally amend the content of the AIP and SELTIP, insofar as they are harmed by the amendment, in all reasonableness and fairness must yield to the Employer’s interest.

 

 

 

7.

 

Employee acknowledges having been informed that the Human Resources Committee of the Board of Directors has recently approved implementation of a new long-term incentive plan for senior executives intended to replace the SELTIP and that he will be given the opportunity to forfeit his 2007 SELTIP grants in exchange for grant awards under the new program. Employee explicitly declares not objecting to such possibility.

Article 6: Payroll administration and hypo taxation

1.

 

The Employee will be on the payroll of Employer. The salary will be paid into the Employee’s Netherlands bank account. The Employee’s salary and benefits will be administrated according the policies, plans and programs of Employer.

 

 

 

2.

 

Should due to Employee’s responsibilities any part of his gross annual base salary, AIP, SELTIP benefits and other benefits in kind provided by Employer be subject to taxation outside the Netherlands the Employee will receive the gross annual base salary, AIP and SELTIP benefits, referred to in Article 5 hereof and any taxable benefits in kind provided by Employer, as a net guarantee salary and/or benefit as if he would be working 100% of his time in the Netherlands applying a 30% ruling on the gross annual salary, AIP and SELTIP

 


 

 

 

benefits and other benefits in kind provided by Employer. Employer will in such case compensate the Employee for the missing tax benefit of the 30% ruling over (part of) his benefits. Any other local taxes due will be borne by the Employer as per the tax equalization guidelines. Employer will provide for and pay personal income tax return and tax planning assistance for Employee throughout the duration of the Employment Agreement. In connection with the Employee’s Dutch personal income tax return Employer’s advisers shall cooperate with the Employee’s advisers.

 

 

 

3.

 

Employee’s non-Dutch tax matters, to the extend relevant, will be handled by Employer’s external tax advisor to ascertain the impact which the Employee’s possible tax obligations outside the Netherlands could have on the Dutch tax situation. The external tax advisor will work with their Netherlands office to ensure that the Employee neither gains nor loses in terms of taxes and missing the 30% ruling over (part) of his income, for the duration of the employment taking into account that benefits of the 30% are for the account of the Employee. Should the granting in fringe benefits to the Employee have a negative impact on local tax return, the Employer will reimburse the additional taxes the Employee has to bear.

 

 

 

4.

 

Should Employee be subject to social security levies outside the Netherlands those costs will be for the account of the Employer.

 

 

 

5.

 

Employer and Employee will be jointly responsible for making the application and all filing requirements to the Dutch Tax Authorities for continued application of the 30% tax ruling immediately after signing of this Employment Agreement.

Article 7: Notice period

1.

 

The notice period to be observed in case of termination, unless in case of termination for urgent cause, shall be four (4) months for the Employee and eight (8) months for the Employer.

 

 

 

2.

 

The parties consider their agreement on severance payment, as reflected in article 7.3 up to 7.7, to be a settlement agreement ( vaststellingsovereenkomst ) as provided for in Section 7:900 of the Dutch Civil Code. Parties exclusively choose to apply Dutch law in this respect.

 

 

 

3.

 

If the Employer terminates the agreement for any reason (e.g., restructuring that results in a job elimination due to a significant reduction in job scope or layoff) other than an urgent cause or if the court terminates the employment agreement upon the initiative of the Employer other than for an urgent cause, the Employer and the Employee agree that the lump sum amount payable to the Employee, in any event, will be two times Employee’s Base Compensation (Base Pay plus AIP target) as at the time of premature termination. This severance amount will be payable upon termination of the Employment Agreement. Should the scope of Employee’s duties significantly change, to an extend that it cannot be expected from him to continue to be employed by Employer, whereas the Employer does not terminate the Employment Agreement and does not cure the change of scope of duties to a level compatible with the Employee’s position, the Employer and the Employee will mutually agree in good faith how the above severance should be payable should the Employee resign.

 

 


 

 

4.

 

If a court awards more than the contractual agreed severance amount as reflected in Article 7.3, Employee will not be entitled to the amount that exceeds the contractual agreed amount; if a court awards less, the difference between the contractual agreed amount and the amount granted by the court, will be paid to Employee. Employee shall in any event not be entitled to a higher severance payment than the amount reflected as contractual severance payment in Article 7.3.

 

 

 

5.

 

The total amount of severance pay will in no event exceed the gross salary, benefits and amounts payable to Employee would the Employee have been employed until reaching the age of 65.

 

 

 

6.

 

After Employer has paid Employee the compensation referred to in this Article, Employer (including any other affiliated companies) and Employee will have no further claims against each other, either inside or outside The Netherlands, with regard to the employment and/or corporate relationship, future bonus entitlements, or the (manner of) termination of the employment and/or corporate relationship, and shall grant each other in this respect full and final discharge provided that the Employer has paid Employee all benefits and amounts payable under this employment agreement and the AIP and SELTIP plans in accordance with this agreement and those plans.

Article 8: Expense Allowance

1.

 

The Employer will reimburse the Employee for expenses directly related to the performance of his work, but only insofar as that reimbursement may be provided tax free and premium free pursuant to the tax and social security legislation in force at any given time.

 

 

 

2.

 

A statement of expenses must be submitted to the Employer in line with Company Policies. Expenses can be claimed upon submission of the original receipt(s), specifying the business-related reason for which they were incurred. The Employer will pay the expenses within one month after the Employee has claimed them, provided that the statement of expenses is sufficiently itemized, accompanied by the original receipt(s) in line with Company Policy.

Article 9: Telephone and internet connection

1.

 

The Employer will place at the Employee’s disposal a cell phone, the cost of which will be born by Employer.

 

 

 

2.

 

The Employer will provide for a telephone and Internet connection at the Employee’s home. The Employer will bear the cost thereof, it being understood that the Employer will deduct wage tax and social security contributions in respect of the costs of private calls / fringe benefit resulting from the private use of the internet, should these be payable.

Article 10: Car

1.

 

For the performance of his work, the Employer will place at the Employee’s disposal — in conformity with the conditions contained in the company car plan a company car commensurate to the Employee’s seniority within the Employer based on Company Policy or alternatively reimburse the Employee for the use of his private car on the basis of Company Policy.

 


 

2.

 

If the Employee is ill for a period longer than six months, the Employer will be entitled to suspend the use of the company car/lease car until the Employee resumes work.

 

 

 

3.

 

The Employee undertakes to use the company car of which he has the disposal with due care and to have it maintained in accordance with Employer’s Car Policy and instructions of the leasing company/ manufacturer.

 

 

 

4.

 

The Employee shall be entitled to use the company car privately within reasonable limits. The benefit in kind resulting there from shall be subject to yearly revision by the Employer in function of the cost related to the private use of the car and/or the position of the tax administration.

 

 

 

5.

 

The Employee agrees that the withholding tax related to the benefit in kind shall be withheld on his remuneration at least once per calendar year.

Article 11: Pension

1.

 

For the duration of the employment contract, the Employer will either: (i) give the Employee the opportunity to take out pension insurance, subject to the Employer’s prior approval and annually contribute 12% of the Employee’s gross base salary, payable directly to the pension insurer on prior submission of the invoice to the Employer; or (ii) should the Employee opt not to take out a pension insurance pay 12% of the Employee’s gross base salary to the Employee, provided that such contributions (under either alternative) are permissible under tax law.

 

 

 

2.

 

It is understood that this amount will not be taken into account calculating any remuneration or amounts under Article 5, 6 and/or 7.3 hereof, and that no vacation pay is payable over this amount under any relevant law.

Article 12: Vacation

1.

 

Apart from compensatory rest days, the Employee will be entitled to 30 paid vacation days each calendar year.

 

 

 

2.

 

The Employee must timely inform the Board of Directors of the Employer, in writing, of his wishes with respect to the beginning and end of his vacation period.

Article 13: Illness and Occupational Disability

1.

 

If the Employee is unable to perform the agreed work due to illness, he will be obliged to inform the Employer thereof before 9.00 a.m.


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more