Exhibit 10.2
NON-COMPETITION AGREEMENT
(CHINA)
This NON-COMPETITION AGREEMENT (“
Agreement ”) is made on the 8th day of July, 2009
between:
(1)
Watts (Shanghai) Management Co.,
Ltd., whose registered office is at RM.B-H, 26th Floor, Huamin
Empire Plaza, No.726,Yan An Road (West), Shanghai, PRC ( “
Watts Shanghai ”); and
(2)
Josh C. Fu, whose address is No 52
Tomson Golf Villas, No 1 Long Dong Avenue, Pu Dong District,
Shanghai, 201203 PRC and, holder of United States of America
passport No. 710715410 (“ Executive
”).
The above-named are hereinafter individually
referred to as a “Party” and collectively as the
“Parties.”
WHEREAS :
(a)
Watts Shanghai is an indirect,
wholly-owned subsidiary of Watts Water Technologies, Inc.
(“ Parent Company ”).
(b)
During the period from
January 1, 2008 to July 8, 2009 (“ Termination
Date ”), the Executive was employed by the Parent
Company. In the course of the Executive’s employment
with the Parent Company, the Executive was assigned by the Parent
Company to work at Watts Shanghai.
(c)
The Executive and the Parent Company
have signed a letter agreement (“ Letter Agreement
”), dated June 15, 2009 , which confirms the
Executive’s resignation of his employment with the Parent
Company, and service to and position with Watts Shanghai, and sets
forth the relevant terms and conditions that the Executive under
which the Executive will be eligible for severance benefits
(“ Severance Benefits ”).
(d)
Upon the Executive’s
resignation of his employment with the Parent Company on
July 8, 2009 (the “ Termination Date
”), Watts Shanghai and the Executive agree to the
restrictions set out below in relation to the Executive’s
future employment and business activities in the People’s
Republic of China (“PRC”).
NOW, THEREFORE, WATTS SHANGHAI AND THE EXECUTIVE
AGREE AS FOLLOWS:
1
Non-Disclosure and Confidential
Information
1.1
The Executive
acknowledges that during the period of time the Executive was
working with Watts Shanghai, the Executive has acquired knowledge
of, and/or had access to, trade secrets, confidential and
proprietary information of Watts Shanghai and/or its Affiliates and
of third parties which is subject to confidentiality and other
agreements by and between Watts Shanghai and/or its Affiliates and
those third parties (“ Confidential Information ”). Such
Confidential Information, includes, but is not limited to:
financial and pricing information; business, research, and new
product plans and strategies; patent applications and invention
disclosures; yields, designs, efficiencies, and capacities of
production methods, processes, facilities and systems at Watts
Shanghai, its Affiliates, and its contractors; customer and vendor
lists, key contacts, habits, and product and purchasing plans;
marketing information, plans and strategies; existing and
anticipated agreements with customers, vendors, and other third
parties; product design and related information; information
regarding the employees of Watts Shanghai and/or its Affiliates,
their projects, and their salaries, benefits and other personnel
information.
1.2
The Executive
agrees that he will keep confidential all non-public information
concerning Watts Shanghai and/or its Affiliates that Watts Shanghai
acquired during the course of his working with Watts Shanghai and
all developments and inventions of Watts Shanghai and/or its
Affiliates.
2
NON-COMPETITION
2.1
The Executive
acknowledges that during the period of time the Executive was
working for Watts Shanghai, the Executive has developed or may have
helped develop, have access to and learn significant secret,
confidential, and proprietary information relating to the business
of Watts Shanghai and/or its Affiliates. In addition, the
Executive has been or was provided with contact with customers,
prospective customers, suppliers and other vendors of
Watts
Shanghai and/or
its Affiliates. The Executive has been expected to develop good
customer and/or vendor relationships, as well as intimate knowledge
regarding the technology, products, services, systems, methods, and
operations Watts Shanghai and/or its Affiliates.
2.2
The Executive
also acknowledges that Watts Shanghai and/or its Affiliates have
invested substantial resources and time to developing the
technology, products, services, systems, methods, and operations,
all of which are highly valuable assets to the Watts Shanghai
and/or its Affiliates. The Executive agree that the Watts
Shanghai and/or its Affiliates have spent and will continue to
spend substantial effort, time, and resources in developing and
protecting its technology, products, services, systems, methods,
and operations, and relationships with its customers and
vendors. The Executive also agree that the competitors of
Watts Shanghai and/or its Affiliates would obtain an unfair
advantage if the Executive were to disclose the Confidential
Information of Watts Shanghai and/or its Affiliates to a
competitor, used it on a competitor’s behalf, or if the
Executive were able to exploit the relationships the Executive
developed in his role with Watts Shanghai and/or its Affiliates to
solicit business on behalf of a competitor.
2.3
In view of the
Confidential Information of Watts Shanghai, which the Executive has
had access to during the period of time the Executive was working
for Watts Shanghai, the Executive agrees that for a period
of nine (9)
months following
the Termination Date (“ Non-Compete Term ”), for any reason, the
Executive will not directly or indirectly, on his own behalf, or as
an employee, representative or agent of a third party, by ownership
or any type of interest in any business enterprise, or by any other
means whatsoever, engage in any business located in or otherwise
engaging in business in the PRC th
|
