Exhibit 10(s)
EMPLOYMENT AGREEMENT
BETWEEN (1) GENERAL MOTORS EUROPE AG,
(hereinafter " Company" )
and
(2) Mr Carl Peter Forster
(hereinafter " Mr Forster)
RECITAL
It is intended to appoint Mr Forster to the position of " Vice President, General Motors" and " President, General Motors Europe" .
In order to establish the conditions of the employment agreement in his future capacity as " Vice President, General Motors" and " President, General Motors Europe" , the parties reach the following agreement: Sec. 1
Duties & Responsibilities
(1) Mr Forster shall have the role of " Vice President, General Motors" and " President, General Motors Europe" and report to the " Chairman, General Motors Europe." He shall have a pan-European responsibility and carry out his duties at all locations where GM has business interests (including in particular Germany, Sweden, Switzerland, Italy, UK and regularly traveling to the US).
(2) Mr Forster shall fulfill his obligations arising from this agreement and his role of " Vice President, General Motors" and " President, General Motors Europe" with the care of a prudent businessman.
(3) Mr Forster shall devote his full working capacity together with his entire knowledge and skill to his role as " Vice President, General Motors" and " President, General Motors Europe" . He shall be available at all times to the extent that this is required by the interests of the relevant entities.
Mr Forster shall not be involved in any paid or unpaid additional occupation for himself or for third parties. Publications, speeches, seminars etc. relating to the scope of his duties and responsibilities require the prior notification and consent of GM Corporation.
1
Sec. 2
Remuneration
(1) Mr Forster shall receive a fixed annual salary and shall continue to participate in the
ullet
General Motors 2002 Annual Incentive Plan (AIP)
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General Motors 2002 Long Term Incentive Plan (LTIP)
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General Motors 2002 Stock Incentive Plan (SIP)
in accordance with each of the plans relevant rules and requirements as amended and in effect from time to time. All compensation targets and grants are set out in Attachment I to this agreement. (2) All payments to Mr Forster under this agreement are gross payments and shall be made subject to any deductions for fiscal charges, social insurance contributions etc. required by law.
(3) Should Mr Forster fall ill or be unable to work, he shall continue to receive his fixed salary under sec 2 para 1 above from the date on which he falls ill for a maximum period of one year but on no account beyond the day on which this agreement comes to an end. In the event of permanent disability the above payments come to an end and the relevant pension regulation under sec 3 para 5 applies.
The effect of the illness or inability to work on the other contractual benefits shall be determined in accordance with the current provisions of the plans on which they are based. In the event of a gap in the agreement, the Company shall decide on the amounts to be paid at its equitable discretion.
If Mr Forster' s illness or inability to work is caused by a third party, Mr Forster shall assign any claims he may have against such third party to the Company up to the amount of the fixed salary paid for the time of his inability to work as well as any bonuses (if any). At the request of the Company Mr Forster is obliged to take all measures which the Company considers appropriate in asserting and/or enforcing such claims against third parties.
Sec. 3
Pension
(1) Mr Forster shall be entitled at age 60 (regular retirement age) to an annual gross pension in the amount of 50% of his fixed annual gross salary (under sec. 2 para 1 above) of the year in which this contract legally terminates (" Pension Basis" ).
The resulting amount of Mr. Forster' s pension shall be offset by any pension and/or financial entitlement insofar as it is based on payments and /or contributions by the Company or GM Group and such offset is not in conflict with mandatory law applicable to this contract.
The final amount of Mr Forster' s pension is hereinafter referred to as the " Actual Pension" . In the event of a termination of this contract prior to the regular retirement age, the " Actual Pension" is the pension calculated in accordance with sec 3 para 3 below.
2
(2) Any pension entitlements mentioned above are immediately vested. (3) In the event of a termination of this contract or a resignation from office with effect prior to the regular retirement age the following regulation shall apply:
(a) Resignation or Termination by Mr Forster
Definitions:
A = Actual Pension accrued at time of departure under sec. 3 para 1 sentence 1 before offset (i.e. 50% of the last fixed annual gross salary) B = BMW Pension Benefit Entitlement of Mr Forster (at least ? 104,000)
F = Fixed Pension under sec. 3 para 1 sentence 1 as per April 1, 2006 before offset (i.e. 50% of the fixed annual gross salary as per April 1, 2006)
R = Reduced Pension before offset
aa) Termination effective prior to April 1, 2006
If Mr Forster resigns or gives notice of termination with effect to a date prior to April 1, 2006, the pension receivable at age 60 shall be determined under the formula set out hereunder:
Formula:
(A B)* months of service with GM from April 1, 2001 to termination date = R
60
bb) Termination effective after April 1, 2006
If Mr Forster resigns or gives notice of termination, with effect to a date after April 1, 2006 but prior to the regular retirement age, the pension receivable at age 60 shall be determined under the formula set out hereunder:
Formula: A F = X
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