Exhibit 10.18
AGREEMENT ON TERMINATION OF
EMPLOYMENT CONTRACT
THIS
AGREEMENT (the “Agreement” ) is made in
Shanghai, People’s Republic of China (
“PRC” ) on March, 13, 2008, by and
between:
(1) KEYUAN SEMICONDUCTOR (SHANGHAI) CO., LTD.
(the “Company” ), a company established and
existing under the laws of the PRC having its registered address at
Room 318 Building A, No. 563, Song Tao Road, Zhangjiang,
Shanghai, PRC, and
(2) Wu Bin (the “Employee” ), whose
Identification No. is 211901682 who is also identified as
Employee 81789 in the Company.
The
Company and the Employee shall hereinafter individually be referred
to as a “Party” and collectively as the
“Parties”.
WHEREAS, the Company and the Employee entered into an
employment contract on Dec, 29, 2007 (the
“Employment Contract” );
WHEREAS, the Company and the Employee agree to terminate the
Employment Contract according to the terms and conditions of this
Agreement;
NOW,
THEREFORE, in consideration of the mutual agreements and
promises expressed in this Agreement, and other good and valuable
consideration, the receipt, sufficiency and adequacy of which are
hereby acknowledged, the Parties have agreed as follows:
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1.
Termination by Agreement
The
Employment Contract shall be terminated upon execution of this
Agreement.
2.
Waiver
The
Employee hereby waives any claim for any requirement for a notice
period to terminate the Employment Contract.
3.
Payment
3.1 The
Company shall make the following payments to the Employee in a lump
sum upon receipt of the materials and documents as detailed in
Section 3.2 hereunder:
(a) RMB84797, equal to [one (1)] months salary of the
Employee and in consideration of the Employee’s waiver in
Article 2 above;
(b) RMB612614, being severance pay to the Employee
calculated according to the applicable PRC labor laws and the
Employment Contract;
(c) RMB84797, equal to one (1) month salary of
the Employee and in consideration of the Employee’s execution
of the General Release of All Claims, which is annexed to this
Agreement as Annexure A.
The
above payments shall be in full satisfaction of all sums due and
payable to the Employee by the Company.
3.2
Before the Company makes any payment referred to in
Section 3.1 above, it shall have received the following
materials and documents from the Employee:
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All property of the Company which are in the possession or
control of the Employee during his/her employment with the
Company; |
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Duly signed: |
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(i) |
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Employee Termination Proprietary Rights Statement, namely
Exhibit B of the Confidentiality Agreement referred to in
Clause 4 below; and |
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(ii) |
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General Release of All Claims annexed hereto as Annexure
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4.
The Confidentiality Agreement
The
Confidentiality, Intellectual Property Rights and Non-Solicitation
provisions in the Confidentiality Agreement signed by the Company
and the Employee on or immediately (the “Confidentiality
Agreement”, attached as Annexure B hereto) after the hire
date of the Employee shall survive the termination of the
Employment Contract.
5.
Invalidity
In the
event any one or more of the provisions contained in this Agreement
shall, for any reason, be held to be invalid, illegal or
unenforceable in any respect, such invalidity, illegality or
unenforceability shall not affect any other provision of this
Agreement.
6.
Languages
This
Agreement shall be written in both English and Chinese. If there is
any conflict between the English and Chinese versions, the English
version shall prevail.
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7.
Counterparts
This
Agreement may be executed in any number of counterparts, each of
which when so executed and delivered shall be deemed an original
and all of which taken together shall constitute but one and the
same instrument.
The
Company and the Employee have executed this Agreement on the date
first above written.
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Keyuan Semiconductor (Shanghai) Co. Ltd.,
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By:
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/s/ Ho Wah Yam |
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Name
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Ho Wah Yam |
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Title:
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Senior Manager, Human Resources
(Asia) |
Employee
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By:
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/s/ Bin Wu |
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Name
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Bin Wu |
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Annexure
A
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General Release of All
claim |
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Annexure
B
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Confidentiality Agreement |
GENERAL RELEASE OF ALL
CLAIMS
In
consideration of the severance compensation and benefits paid to me
by Keyuan Semiconductor (Shanghai) Co., Ltd. in connection with the
termination of my employment, my family members, heirs, successors
and assigns, and I (collectively, the “Releasing
Parties” ) hereby fully and forever RELEASE and DISCHARGE
Keyuan Semiconductor (Shanghai) Co., Ltd., Caretta Integrated
Circuits and Cirrus Logic, Inc. (collectively, the
“Company” ), its officers, directors, agents,
employees, subsidiaries, affiliated entities, employer sponsored
employee benefit and welfare benefit plans, trustees and
administrators of such plans, and assigns of the persons and
entities named above (hereinafter, together with the Company,
collectively called the “Released Parties” )
from all claims and causes of action arising out of or relating in
any way to my employment with the Company, including the
termination of my employment, as set forth in this GENERAL RELEASE
OF ALL CLAIMS (the “Release” ).
1.
Termination Date. I understand that my effective date of
termination from the Company is March, 13, 2008 (the
“Termination Date” ).
2.
Release. The Company has fulfilled all its obligations
required by applicable laws and regulations with regard to the
termination of my employment with the Company, and the additional
benefits offered in the Termination Agreement. I understand and
agree that this Release is a full and complete waiver of all
claims, including, but not limited to, any claim or
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demand
based on any foreign, federal, state, or local statutory or common
law or constitutional provision that applies or is asserted to
apply, directly or indirectly, to the formation, continuation, or
termination of my employment relationship with the Company, such as
wrongful discharge; unlawful employment discrimination on the basis
of age or any other form of unlawful employment discrimination;
retaliation; breach of contract (express or implied); breach of the
duty of good faith and fair dealing; violation of the public policy
of the United States, any foreign law (including, without
limitation, the laws of Hong Kong SAR, the State of Texas, or any
other state); intentional or negligent infliction of emotional
distress; tortious interference with contract; promissory estoppel;
detrimental reliance; defamatio
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