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Employment Agreement
Employment Agreement (23K)
Doc #289930: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
This EMPLOYMENT AGREEMENT (this "Agreement") is made as of August 1, 2000, by and between WESTERN POWER & EQUIPMENT CORP., an Oregon corporation ("Employer"), and C. Dean McLain, an individual residing at ("Executive").
RECITALS
Executive is party to an Employment Agreement dated April 1, 1999 (the "Old Employment Agreement") with Employer. Employer has agreed in principle to merge with another company. In connection with such . . .
289930
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Employment Agreement
Employment Agreement (46K)
Doc #426673: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
AGREEMENT, dated as of the 20thday of May, 2003(this �Agreement�), by and between Joy Global Inc., a Delawarecorporation (the �Company�), and [_________] (the �Executive�).
WHEREAS, the Board of Directors of the Company (the �Board�), has determined that it is in the best interests of the Company and its shareholders to assure that the Company will have the continued dedication of the Executive, notwithstanding the possibility, threat or occurrence of a Change of Control (as defined . . .
426673
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Joy Global
As referenced in this Employment Agreement:
Joy Global Inc –
EX-10 9 employmentagrmnt.htm EMPLOYMENT AGREEMENT
EMPLOYMENT AGREEMENT
AGREEMENT, dated as of the 20thday of May, 2003(this Agreement), by and between Joy Global Inc ., a Delawarecorporation (the Company), and [_________] (the Executive).
WHEREAS, the Board of Directors of the Company (the Board), has determined that it is in the best interests of the _____________
Joy Global Inc – given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows:
if to the Executive:
if to the Company:
Joy Global Inc .
100 East Wisconsin Ave, Suite 2780
Milwaukee, WI 53202
Attention: General Counsel
or to such other address as either party shall have furnished to the other in writing in _____________
dt 1414045
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Change in Control Agreement
Change in Control Agreement (34K)
Doc #426714: Click preview link for longer preview.
CHANGE IN CONTROL AGREEMENT
THIS CHANGE IN CONTROL AGREEMENT made and entered into as of November 17, 2000 by and between Harnischfeger Industries, Inc., a Delaware corporation (the "Company"), and Michael S. Olsen (the "Participant").
RECITALS
WHEREAS, the Participant is currently employed by the Company; and
WHEREAS, the Company and the Participant wish to set forth their respective rights and obligations in the event of a Change in Control in the Company;
NOW THEREFORE, in consideration of the premises hereof and of the mutual promises and agreements contained herein, the parties . . .
426714
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Severance Protection Agreement
Severance Protection Agreement (40K)
Doc #426931: Click preview link for longer preview.
SEVERANCE PROTECTION AGREEMENT FOR ______________
Deere & Company
April 2000
{PAGE}
{TABLE} {CAPTION}
CONTENTS {S} {C} Article 1. Establishment, Term, and Purpose 1
Article 2. Definitions 2
Article 3. Severance Benefits 6
Article 4. Form and Timing of Severance Benefits 9
Article 5. Excise Tax Equalization Payment 9
Article 6. The Company's Payment Obligation 11
Article 7. Covenants of the Executive 12
Article 8. Legal Remedies 12
Article 9. Successors and Assignment 13
Article 10. Miscellaneous 13
Appendix A 15
{/TABLE}
{PAGE}
DEERE & COMPANY SEVERANCE PROTECTION AGREEMENT
THIS AGREEMENT is made and entered into as of the 1st day of April 2000, by and between Deere & Company (hereinafter referred to as the "Company") and __________ (hereinafter referred to as the "Executive").(1)
WHEREAS, the Board of Directors of the Company has approved the Company entering into severance agreements with certain key executives of the Company;
WHEREAS, the Executive is a key executive of the Company;
WHEREAS, should the possibility of a Change in Control of the Company arise, the Board believes it is imperative that the Company and the Board should be able to rely upon the Executive to continue in his position, and that the Company should be able to receive and rely upon the Executive's advice, if requested, as to the best interests of the Company and its shareholders without concern that the Executive might be distracted by the personal uncertainties and risks created by the possibility of a Change in Control; and
WHEREAS, should the possibility of a Change in Control arise, in addition to his regular duties, the Executive may be called upon to assist in the assessment of such possible Change in Control, advise management and the Board as to whether such Change in Control would be in the best interests of the Company and its shareholders, and to take such other actions as the Board might determine to be appropriate.
NOW THEREFORE, to assure the Company that it will have the continued dedication of the Executive and the availability of his advice and counsel notwithstanding the possibility, threat, or occurrence of a Change in Control of the Company, and to induce the Executive to remain in the employ of the Company, and for other good and valuable consideration, the Company and the Executive agree as follows:
ARTICLE 1. ESTABLISHMENT, TERM, AND PURPOSE
This Agreement will commence on the Effective Date and shall continue in effect for three (3) full years. However, at the end of such three (3) year period and, if extended, at the end of each additional year thereafter, the term of this Agreement shall be extended automatically for one (1) additional year, unless the Committee delivers written notice six (6) months prior to the end of such term, or extended term, to the Executive, that the Agreement will not be extended. In such case, the Agreement will terminate at the end of the term, or extended term, then in progress. Provided, a notice that the Agreement will not be extended shall not be given within six (6) months following a Potential Change in Control, and provided further, that in the event a Change in Control occurs during the original or any extended term, this Agreement will
---------------------- (1) A list of executive officers entering into this agreement is appended hereto as Appendix A.
1 {PAGE}
remain in effect for the longer of: (i) twenty-four (24) months beyond the month in which such Change in Control occurred; or (ii) until all obligations of the Company hereunder have been fulfilled, and until all benefits required hereunder have been paid to the Executive.
ARTICLE 2. DEFINITIONS
Whenever used in this Agreement, the following terms shall have the meanings set forth below and, when the meaning is intended, the initial letter of the word is capitalized.
(a) "BASE SALARY" means the salary of record paid to the Executive as annual salary, excluding amounts received under incentive or other bonus plans, whether or not deferred.
(b) "BENEFICIAL OWNER" shall have the meaning ascribed to such term in Rule 13d-3 of the General Rules and Regulations under the Exchange Act.
(c) "BENEFICIARY" means the persons or entities deemed designated by the Executive pursuant to Section 10.2 herein.
(d) "BOARD" means the Board of Directors of the Company.
(e) "BONUS" means the greater of: (a) the arithmetic mean of the bonuses paid to the Executive pursuant to the Performance Bonus Plan of the Company for the three complete fiscal years immediately preceding the Executive's Effective Date of Termination; and (b) the target bonus amount for the Executive for the fiscal year in which the Effective Date of Termination occurs.
(f) "CAUSE" means (a) the Executive's willful and continued failure to substantially perform his duties with the Company (other than any such failure resulting from Disability or occurring after issuance by the Executive of a Notice of Termination for Good Reason), after a written demand for substantial performance is delivered to the Executive that specifically identifies the manner in which the Company believes that the Executive has willfully failed to substantially perform his duties, and after the Executive has failed to resume substantial performance of his duties on a continuous basis within thirty (30) calendar days of receiving such demand; (b) the Executive's willfully engaging in conduct (other than conduct covered under (a) above) which is demonstrably and materially injurious to the Company, monetarily or otherwise; or (c) the Executive's having been convicted of a felony.
426931
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Subscribers | 2000 |
Transition Agreement
Transition Agreement (55K)
Doc #513489: Click preview link for longer preview.
AS AMENDED. THE COMPLETE EXHIBIT, INCLUDING THE PORTIONS FOR WHICH CONFIDENTIAL
TREATMENT HAS BEEN REQUESTED, HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION.
TRANSITION AGREEMENT
This Transition Agreement ("Agreement") is made effective as of the 2nd
day of August, 2000 (the "Effective Date"), by and between Solar Turbines
Incorporated, a Delaware corporation, whose principal address is 2200 Pacific
Highway, San Diego, California 92101 ("Solar") and Capstone Turbine Corporation,
a California . . .
513489
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Caterpillar
As referenced in this Transition Agreement:
Caterpillar Inc – of the outstanding shares of stock entitled to vote for the
election of directors is now or hereafter owned or controlled by either party
hereto, directly or indirectly, except that Caterpillar Inc ., parent of Solar,
is included within the definition of "Subsidiary."
2. TRANSITION FEE AND PROGRESS PAYMENTS.
Capstone agrees to pay Solar a total lump sum of: Nine Million, One _____________
dt 1552793
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Subscribers | 2000 |
Employment Agreement
Employment Agreement (59K)
Doc #927472: Click preview link for longer preview.
THIS AGREEMENT is entered into between Richard W. Parod ("PAROD") and
Lindsay Manufacturing Co., a Delaware corporation ("LINDSAY") on March 8, 2000
(the foregoing date being referred to herein as the "Execution Date" and being
the date on which LINDSAY executes this Agreement following its execution by
PAROD). PAROD will commence employment hereunder on April 5, 2000 (the
"Commencement Date").
WHEREAS, LINDSAY desires to employ PAROD as its President and Chief
Executive Officer, and in such offices he will be a key employee of . . .
927472
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Lindsay
As referenced in this Employment Agreement:
Lindsay Manufacturing Co. – txt
EMPLOYMENT AGREEMENT FOR RICHARD W. PAROD - 3/8/00
1
Exhibit 10(a)
EMPLOYMENT AGREEMENT
THIS AGREEMENT is entered into between Richard W. Parod ("PAROD") and
Lindsay Manufacturing Co. , a Delaware corporation ("LINDSAY") on March 8, 2000
(the foregoing date being referred to herein as the "Execution Date" and being
the date on which LINDSAY executes this Agreement _____________
LINDSAY MANUFACTURING CO. – he is a party or by which he is otherwise
bound.
IN WITNESS WHEREOF, this Agreement is entered into effective as of the
date set forth above.
RICHARD W. PAROD LINDSAY MANUFACTURING CO.
/s/ Richard W. Parod BY: /s/ John W. Croghan
------------------------------ -----------------------------
Richard W. Parod John W. Croghan
Chairman of the Board
11
12
APPENDIX A-1
LINDSAY MANUFACTURING CO.
Nonqualified _____________
LINDSAY MANUFACTURING CO. – W. PAROD LINDSAY MANUFACTURING CO.
/s/ Richard W. Parod BY: /s/ John W. Croghan
------------------------------ -----------------------------
Richard W. Parod John W. Croghan
Chairman of the Board
11
12
APPENDIX A-1
LINDSAY MANUFACTURING CO.
Nonqualified Stock Options
Granted From Treasury Stock
Agreement with Richard W. Parod
Section 1. Date of Grant. This Option is granted on March 8,
2000 (the "Date of Grant") _____________
Lindsay Manufacturing Co. – Granted From Treasury Stock
Agreement with Richard W. Parod
Section 1. Date of Grant. This Option is granted on March 8,
2000 (the "Date of Grant") from treasury stock of Lindsay Manufacturing Co. (the
"Company"). This Option is a nonqualified stock option.
Section 2. Option Grant. The Company for valuable consideration,
receipt of which is hereby acknowledged, hereby irrevocably grants to Richard _____________
LINDSAY MANUFACTURING CO. – Cancelled Exercise. The Company shall be entitled to
set-off any such payments which are owed to it by the Optionee against any
amounts which it owes to the Optionee.
LINDSAY MANUFACTURING CO.
By:
------------------------------
Bruce C. Karsk
I have received a copy of LMC Policy No. 14 concerning "Notice of
Confidentiality of Information/Restrictions on "Trading" in Stock" and
understand and agree _____________
dt 1548798
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Officer's Employment Agreement
Officer's Employment Agreement (36K)
Doc #978075: Click preview link for longer preview.
THIS AGREEMENT, is made and entered into this 29th day of April, 2003, by and
between KENNAMETAL INC., a corporation organized under the laws of the
Commonwealth of Pennsylvania, for and on behalf of itself and on behalf of its
subsidiary companies (hereinafter referred to as "Kennametal"), and Carlos M.
Cardoso, an individual (hereinafter referred to as "Employee").
WITNESSETH:
WHEREAS, Employee acknowledges that by reason of employment by
Kennametal, it is anticipated that Employee will work with, add to, create, . . .
978075
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Kennametal
As referenced in this Officer's Employment Agreement:
KENNAMETAL INC – DESCRIPTION>OFFICER'S EMPLOYMENT AGREEMENT
EXHIBIT 10.15
OFFICER'S EMPLOYMENT AGREEMENT
THIS AGREEMENT, is made and entered into this 29th day of April, 2003, by and
between KENNAMETAL INC ., a corporation organized under the laws of the
Commonwealth of Pennsylvania, for and on behalf of itself and on behalf of its
subsidiary companies (hereinafter referred to as "Kennametal"), _____________
KENNAMETAL INC – accordance with the laws of the Commonwealth of Pennsylvania, without
regard to the conflicts of laws provisions.
WITNESS the due execution hereto the day and year first above written.
ATTEST: KENNAMETAL INC .
/s/ Susan Melbourne /s/ David W. Greenfield
Susan Melbourne By: David W. Greenfield
Vice President, Secretary and General
Counsel
WITNESS: EMPLOYEE:
/s/ Jacqueline L. Zitt /s/ Carlos M. Cardoso
_____________
dt 1419986
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Subscribers | 2002 |
Executive Employment Agreement
Executive Employment Agreement (48K)
Doc #978091: Click preview link for longer preview.
THIS AGREEMENT, is made and entered into this 1st day of May, 2002, by
and between KENNAMETAL INC., a corporation organized under the laws of the
Commonwealth of Pennsylvania, for and on behalf of itself and on behalf of its
subsidiary companies (hereinafter referred to as "Kennametal"), and Markos I.
Tambakeras, an individual (hereinafter referred to as "Employee") and shall be
effective as of July 1, 2002 (the "Effective Date");
WITNESSETH:
WHEREAS, Kennametal and Employee are parties to an Executive . . .
978091
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Kennametal
As referenced in this Executive Employment Agreement:
KENNAMETAL INC – j9628101exv10w11.txt
EXECUTIVE EMPLOYMENT AGREEMENT
EXHIBIT 10.11
EXECUTIVE EMPLOYMENT AGREEMENT
THIS AGREEMENT, is made and entered into this 1st day of May, 2002, by
and between KENNAMETAL INC ., a corporation organized under the laws of the
Commonwealth of Pennsylvania, for and on behalf of itself and on behalf of its
subsidiary companies (hereinafter referred to as "Kennametal"), _____________
Kennametal, inc – vest within fifteen
(15) business days after satisfaction of the condition set forth in paragraph
hereof.
"Employer's Breach" shall be defined as a material
breach of this Agreement by Kennametal, inc luding specifically any reduction in
Employee's position, authority or responsibility.
Such severance pay shall be paid by wire transfer to
an account designated by Employee or by delivery of _____________
Kennametal (inc – of Termination. The
Employee shall also be deemed and shall be credited for computing benefits, for
vesting and for all other purposes under any pension or retirement income plan
of Kennametal (inc luding any supplemental retirement plan) to have continuously
remained in the employment of Kennametal for the three year period following the
Date of Termination at an annual compensation equal to _____________
KENNAMETAL INC – the laws of the Commonwealth of
Pennsylvania without regard to its conflict or choice of law provisions.
WITNESS the due execution hereto the day and year first above written.
WITNESS: KENNAMETAL INC .
/s/ DEBORAH A. HANKS By: /s/ WILLIAM R. NEWLIN
------------------------------ -----------------------------------
William R. Newlin
Chairman of the Board
Chairman of the Executive Committee
WITNESS: EMPLOYEE:
/s/ CECILE G. MITCHELL /s/ MARKOS _____________
dt 1419987
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Subscribers | 2005 |
Employment Agreement
Employment Agreement (32K)
Doc #1056769: Click preview link for longer preview.
Ex-10.1
Exhibit 10.1
EMPLOYMENT AGREEMENT
This EMPLOYMENT AGREEMENT (Agreement), dated this 30th day of September, 2005,
effective October 1, 2005 (Effective Date) by and between TIMCO AVIATION SERVICES, INC., a
Delaware corporation (the Company), and JAMES H. TATE (the Employee).
In consideration of the mutual representations, warranties, covenants and agreements contained
in this Agreement and other good and valuable consideration the receipt and . . .
1056769
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Joy Global
As referenced in this Employment Agreement:
Joy Global, Inc – the Company, the
Employee, during the Employment Period, will not accept any other employment. The Employee shall
be permitted: (i) to continue to serve on the Board of Directors of Joy Global, Inc ., and (ii) to
serve in ventures such as passive real estate investments, serving on charitable and civic boards
and organizations, and similar activities, so long as such activities do _____________
dt 1414061
;
TIMCO Aviation
As referenced in this Employment Agreement:
TIMCO AVIATION SERVICES, INC – 1
Exhibit 10.1
EMPLOYMENT AGREEMENT
This EMPLOYMENT AGREEMENT (Agreement), dated this 30th day of September, 2005,
effective October 1, 2005 (Effective Date) by and between TIMCO AVIATION SERVICES, INC ., a
Delaware corporation (the Company), and JAMES H. TATE (the Employee).
In consideration of the mutual representations, warranties, covenants and agreements contained
in this Agreement _____________
TIMCO AVIATION SERVICES, INC – in any court having jurisdiction thereof.
[Signatures on Next Page]
9
IN WITNESS WHEREOF, the parties have executed this Agreement effective as of the date first above
written.
TIMCO AVIATION SERVICES, INC .,
a Delaware corporation
By:
/s/ Roy T. Rimmer, Jr.
Roy T. Rimmer, Jr., Chairman and CEO
EMPLOYEE:
/s/ James H. Tate
JAMES H. TATE
10
_____________
dt 1318245
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Akerman
As referenced in this Employment Agreement:
Akerman, Senterfitt – in writing
to the other parties): (a) if to the Company, at its principal executive offices, addressed to the
Chief Executive Officer, with a copy to Philip B. Schwartz, Esq., Akerman, Senterfitt & Eidson,
P.A., One Southeast Third Avenue, Miami, Florida 33156; and (b) if to the Employee, at the address
listed on Exhibit A hereto.
10. Amendment; _____________
dt 1317798
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Employment Agreement
Employment Agreement (51K)
Doc #1072112: Click preview link for longer preview.
EMPLOYMENT AGREEMENT, DATED AS OF MARCH 7, 2006
Employment Agreement, dated as of March 7, 2006
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT (the Agreement), made in Greenwich, Connecticut as
of March 7, 2006, between United Rentals, Inc., a Delaware corporation (the Company), and Martin Welch III (Executive). WHEREAS, the Company has employed Executive as its interim Chief Financial Officer since September 12, 2005; WHEREAS, the Company desires to employ Executive as its Executive Vice President and Chief Financial Officer, and . . .
1072112
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Caterpillar
As referenced in this Employment Agreement:
Caterpillar Inc – first written above.
UNITED RENTALS, INC.
EXECUTIVE:
By:
Name:
Martin Welch III
Title:
17
EXHIBIT A
Aggreko
American Equipment Company
Ashtead Group Plc
Atlas Copco Group
Atlas Copco Rental Service
Caterpillar Inc .
CAT Rental
Deere & Co.
GE Capital equipment leasing divisions
Golder Thoma
Hertz Equipment Rental Corp.
Home Depot
National Equipment Services, Inc.
Nations Rent, Inc.
Neff Corporation
Rental Service _____________
dt 1552802
;
Neff
As referenced in this Employment Agreement:
Neff Corp – Copco Rental Service
Caterpillar Inc.
CAT Rental
Deere & Co.
GE Capital equipment leasing divisions
Golder Thoma
Hertz Equipment Rental Corp.
Home Depot
National Equipment Services, Inc.
Nations Rent, Inc.
Neff Corp oration
Rental Service Corporation
RentX Industries, Inc.
Sunstate Equipment Co.
Volvo AB
Any company on the RER 100 list.
_____________
dt 1401382
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United Rentals
As referenced in this Employment Agreement:
United Rentals, Inc –
Employment Agreement, dated as of March 7, 2006
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT (the Agreement), made in Greenwich, Connecticut as
of March 7, 2006, between United Rentals, Inc ., a Delaware corporation (the Company), and Martin Welch III (Executive). WHEREAS, the Company has employed Executive as its interim Chief Financial Officer since September 12, _____________
United Rentals, Inc – Employment Agreement). (d) Annual Incentive Bonus Plan. Executive shall be eligible to receive an annual cash incentive bonus (the Annual Bonus) pursuant to
the terms of the United Rentals, Inc . Annual Incentive Compensation Plan, as it may be amended from time to time (the Annual Incentive Plan). The Target Allocation (as defined in the Annual Incentive Plan) _____________
United Rentals, Inc – upon the achievement of certain performance objectives to be
established by the Company and approved by the Board of Directors), in accordance with and subject to the provisions of the United Rentals, Inc . 2001 Senior Stock Plan, as it may be amended from time to time, and a 2001 Senior Stock Plan Restricted
Stock Unit Agreement to be entered into by the _____________
United Rentals, Inc – such days to be accrued in
accordance with Company policy. Without limiting the foregoing, Executive may in the future be eligible for consideration of an award of units under the United Rentals, Inc . Long-Term Incentive Plan (the LTIP), as it may be amended from
time to time, any such award being subject to the approval of the Committee (as _____________
United Rentals, Inc – given if personally delivered or if sent by registered or certified mail, postage prepaid, with return receipt requested, addressed: (i) in the case of the Company, to Chief Executive Officer, United Rentals, Inc ., Five Greenwich Office Park,
Greenwich, Connecticut 06831; and (ii) in the case of Executive, to Executives last known address as reflected in the Companys records, _____________
dt 1549815
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Employment Agreement
Employment Agreement (42K)
Doc #1194584: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
This Employment Agreement (�Agreement�) is made effective as of July 12, 2004 (�Effective Date�), by and between Mark Glasnapp (�Executive�), an individual resident of the State of Minnesota, and A.S.V, Inc., (�ASV�), a corporation organized under the laws of the State of Minnesota.
WHEREAS, ASV and Executive desire to enter into this Agreement to set forth the terms and conditions of Executive�s employment in the position of President; and
WHEREAS, ASV and Executive agree . . .
1194584
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Employment Agreement
Employment Agreement (51K)
Doc #1499686: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the �Agreement�), made in Greenwich, Connecticut as of March 7, 2006, between United Rentals, Inc., a Delaware corporation (the �Company�), and Martin Welch III (�Executive�).
WHEREAS, the Company has employed Executive as its interim Chief Financial Officer since September 12, 2005;
WHEREAS, the Company desires to employ Executive as its Executive Vice President and Chief Financial Officer, and Executive desires to accept such continued employment on the terms and conditions hereinafter set forth;
NOW, THEREFORE, IN CONSIDERATION of the . . .
1499686
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Caterpillar
As referenced in this Employment Agreement:
Caterpillar Inc – first written above.
UNITED RENTALS, INC.
EXECUTIVE:
By:
Name:
Martin Welch III
Title:
17
EXHIBIT A
Aggreko
American Equipment Company
Ashtead Group Plc
Atlas Copco Group
Atlas Copco Rental Service
Caterpillar Inc .
CAT Rental
Deere & Co.
GE Capital equipment leasing divisions
Golder Thoma
Hertz Equipment Rental Corp.
Home Depot
National Equipment Services, Inc.
Nations Rent, Inc.
Neff Corporation
Rental Service _____________
dt 1552807
;
Neff
As referenced in this Employment Agreement:
Neff Corp – Copco Rental Service
Caterpillar Inc.
CAT Rental
Deere & Co.
GE Capital equipment leasing divisions
Golder Thoma
Hertz Equipment Rental Corp.
Home Depot
National Equipment Services, Inc.
Nations Rent, Inc.
Neff Corp oration
Rental Service Corporation
RentX Industries, Inc.
Sunstate Equipment Co.
Volvo AB
Any company on the RER 100 list. _____________
dt 1401384
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United Rentals
As referenced in this Employment Agreement:
United Rentals, Inc – 2 dex101.htm EMPLOYMENT AGREEMENT, DATED AS OF MARCH 7, 2006
Exhibit 10.1
EMPLOYMENT AGREEMENT
THIS AGREEMENT (the Agreement), made in Greenwich, Connecticut as of March 7, 2006, between United Rentals, Inc ., a Delaware corporation (the Company), and Martin Welch III (Executive).
WHEREAS, the Company has employed Executive as its interim Chief Financial Officer since September 12, 2005;
WHEREAS, the Company _____________
United Rentals, Inc – 2005 (the 2005 Employment Agreement).
(d) Annual Incentive Bonus Plan. Executive shall be eligible to receive an annual cash incentive bonus (the Annual Bonus) pursuant to the terms of the United Rentals, Inc . Annual Incentive Compensation Plan, as it may be amended from time to time (the Annual Incentive Plan). The Target Allocation (as defined in the Annual Incentive Plan) shall be _____________
United Rentals, Inc – upon the achievement of certain performance objectives to be established by the Company and approved by the Board of Directors), in accordance with and subject to the provisions of the United Rentals, Inc . 2001 Senior Stock Plan, as it may be amended from time to time, and a 2001 Senior Stock Plan Restricted Stock Unit Agreement to be entered into by the _____________
United Rentals, Inc – such days to be accrued in accordance with Company policy. Without limiting the foregoing, Executive may in the future be eligible for consideration of an award of units under the United Rentals, Inc . Long-Term Incentive Plan (the LTIP), as it may be amended from time to time, any such award being subject to the approval of the Committee (as such term _____________
United Rentals, Inc – given if personally delivered or if sent by registered or certified mail, postage prepaid, with return receipt requested, addressed: (i) in the case of the Company, to Chief Executive Officer, United Rentals, Inc ., Five Greenwich Office Park, Greenwich, Connecticut 06831; and (ii) in the case of Executive, to Executives last known address as reflected in the Companys records, or to such other _____________
dt 1549840
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Employment Agreement
Employment Agreement (42K)
Doc #1742562: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
This Employment Agreement (�Agreement�) is made effective as of July 12, 2004 (�Effective Date�), by and between Mark Glasnapp (�Executive�), an individual resident of the State of Minnesota, and A.S.V, Inc., (�ASV�), a corporation organized under the laws of the State of Minnesota.
WHEREAS, ASV and Executive desire to enter into this Agreement to set forth the terms and conditions of Executive�s employment in the position of President; and
WHEREAS, ASV and Executive agree . . .
1742562
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Employment Agreement
Employment Agreement (42K)
Doc #2257993: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
THIS AGREEMENT (Agreement), dated as of ___________ __ 2006, between J&L America, Inc. (DBA as J&L Industrial Supply), a Michigan corporation (the Company), and Michael Wessner (the Executive).
W I T N E S S E T H
WHEREAS, MSC Acquisition Corp. VI (Buyer) has agreed to acquire (the Acquisition) all of the outstanding stock of the Company, of which the Executive is an employee, pursuant to a certain Stock Purchase Agreement dated March __, 2006 between MSC Industrial Direct Co., Inc. (MSC), Buyer, JLK Direct Distribution, Inc. and Kennametal Inc. (Kennametal); and
WHEREAS, the Company desires to employ the Executive, and the Executive desires to accept such employment, on and subject to the occurrence of the Effective Date as defined below and on the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual promises, representations and warranties set forth herein, and for other good and valuable consideration, it is hereby agreed as follows:
1. Employment. Effective as of and contingent upon the consummation of the Acquisition, the Company hereby agrees to employ the Executive, and the Executive hereby accepts such employment, upon the terms and conditions set forth herein. The date of consummation of the Acquisition and accordingly the Effective Date of Executives employment with the Company hereunder shall hereinafter be referred to as the Effective Date. Concurrently with the Executives execution of this Agreement, the Executive has executed the Associate Confidentiality, Non-Solicitation and Non-Competition Agreement, attached as Exhibit B hereto (the Confidentiality Agreement).
2. Term. Subject to the provisions of Section 8 hereof, the period of the Executives employment under this Agreement shall be from the Effective Date through the one year anniversary of the Effective Date, unless sooner terminated by the Company or upon the voluntary resignation of the Executive (the Term). Unless the parties otherwise agree in writing, continuation of the Executives employment with the Company beyond the expiration of the Term shall be deemed an employment at will and Executives employment may thereafter be terminated at will by Executive or the Company, provided, however, that Section 9 and the Confidentiality Agreement shall survive expiration of the Term and termination of the Executives employment.
3. Position and Duties.
(a) During the first twelve months of the Term, the Executive shall serve as the President of the Company and shall have such responsibilities and duties, consistent with the Executives responsibilities and duties to the Company prior to the Effective Date, as from time to time may be prescribed by the President and/or the Board of Directors of the Company. In connection with the future integration of the Company and MSC, after the first twelve months of the Term, Executives title may be changed, in consultation with the Executive, to reflect the coordination of MSCs and the Companys respective title structures, provided, however, that the Executives duties shall not be materially diminished as a result of such change in title.
(b) Subject to Section 3(a), during the Term, the Executive shall perform and discharge the duties that may be assigned to him from time to time by the President of the Company, and the Executive shall devote his best talents, efforts and abilities to the performance of his duties hereunder.
(c) During the Term, the Executive shall perform such duties on a full-time basis and the Executive shall have no other employment and no other outside business activities whatsoever; provided, however, that the Executive shall not be precluded from making passive investments which do not require the Executives devotion of any significant time or effort.
2257993
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Home Depot
As referenced in this Employment Agreement:
Home Depot, Inc – with the following business entities, including any parent or subsidiary entities or other affiliated organizations: W.W. Grainger, Inc.; Fastenal Company; McMaster Carr; Kennametal Inc. or its affiliates; and The Home Depot, Inc .
3. Non-Solicitation.
a. Associate recognizes that the Companys relationship and goodwill with its customers have been established at substantial cost and effort by the Company.
b. Therefore, while _____________
dt 1412320
;
Kennametal
As referenced in this Employment Agreement:
Kennametal Inc – which the Executive is an employee, pursuant to a certain Stock Purchase Agreement dated March __, 2006 between MSC Industrial Direct Co., Inc. (MSC), Buyer, JLK Direct Distribution, Inc. and Kennametal Inc . (Kennametal); and
WHEREAS, the Company desires to employ the Executive, and the Executive desires to accept such employment, on and subject to the occurrence of the Effective Date as _____________
Kennametal Inc – will Associate, in any capacity, accept employment with the following business entities, including any parent or subsidiary entities or other affiliated organizations: W.W. Grainger, Inc.; Fastenal Company; McMaster Carr; Kennametal Inc . or its affiliates; and The Home Depot, Inc.
3. Non-Solicitation.
a. Associate recognizes that the Companys relationship and goodwill with its customers have been established at substantial cost _____________
dt 1419993
;
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MSC Industrial
As referenced in this Employment Agreement:
MSC Industrial Direct Co. – acquire (the Acquisition) all of the outstanding stock of the Company, of which the Executive is an employee, pursuant to a certain Stock Purchase Agreement dated March __, 2006 between MSC Industrial Direct Co. , Inc. (MSC), Buyer, JLK Direct Distribution, Inc. and Kennametal Inc. (Kennametal); and
WHEREAS, the Company desires to employ the Executive, and the Executive desires to accept such employment, on _____________
MSC Industrial Direct Co. – Executive shall be entitled to participate in MSC benefits programs and plans in accordance with the terms of such programs and plans which include major medical and dental insurance, the MSC Industrial Direct Co. , Inc. 401(k) Plan (the 401(k) Plan) and tuition reimbursement. The Executive shall be credited with service with the Company and its affiliates
2
prior to the Effective _____________
MSC Industrial Direct Co. – the parties at their addresses set forth below or to such other addresses furnished by notice given in accordance with this Section 13: (a) if to the Company, c/o MSC Industrial Direct Co. , Inc., 75 Maxess Road, Melville, New York 11747, Attn: President and (b) if to the Executive, ________________________________.
6
14. Withholding. All payments required to be made by the Company _____________
MSC Industrial Direct Co. – to the next succeeding paragraph, effective upon the expiration of the 7-day revocation period following execution hereof as provided below, the Associate irrevocably and unconditionally releases the Corporation and MSC Industrial Direct Co. , Inc. (MSC) and eachs owners, stockholders, predecessors, successors, assigns, affiliates, control persons, agents, directors, officers, employees, representatives, divisions and subdivisions (collectively, the Related Persons) from any and all causes _____________
MSC Industrial Direct Co. – 200_.
[Name]
5
Exhibit B
ON DATE OF HIRE
ASSOCIATE CONFIDENTIALITY, NON-SOLICITATION
AND NON-COMPETITION AGREEMENT
ASSOCIATE CONFIDENTIALITY, NON-SOLICITATION AND NON-COMPETITION AGREEMENT dated as of ________________, between MSC Industrial Direct Co. , Inc., on behalf of itself and its subsidiaries including, without limitation, J&L America, Inc. (d/b/a J&L Industrial Supply) (J&L) (collectively, Employer _____________
dt 1399897
;
W.W. Grainger
As referenced in this Employment Agreement:
W.W. Grainger, Inc – commencement of Associates employment with the Company, nor will Associate, in any capacity, accept employment with the following business entities, including any parent or subsidiary entities or other affiliated organizations: W.W. Grainger, Inc .; Fastenal Company; McMaster Carr; Kennametal Inc. or its affiliates; and The Home Depot, Inc.
3. Non-Solicitation.
a. Associate recognizes that the Companys relationship and goodwill with its customers _____________
dt 1360558
|
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Subscribers | 2006 |
Executive Employment Agreement
Executive Employment Agreement (34K)
Doc #2280127: Click preview link for longer preview.
EXECUTIVE EMPLOYMENT AGREEMENT
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this �Agreement�) is made and entered into as of April 1, 2005 by and among Thermadyne Holdings Corporation, a Delaware corporation (�Holdings�), the subsidiaries of Holdings (together with Holdings, the �Employers�), and Martin Quinn (�Employee�).
RECITALS
A. The Parties desire Employee to be employed by Employers in the capacity of Executive Vice President � Global Sales; and
B. The Parties desire to set forth the terms and conditions of such employment to which each Party will be . . .
2280127
| | |
| Preview
Subscribers | 2006 |
Employment Agreement
Employment Agreement (39K)
Doc #2437684: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (�Agreement�) is made and entered into effective as of August 18, 2006 (the �Effective Date�), by and between LUFKIN INDUSTRIES, INC., a Texas corporation (the �Company�), and Larry M. Hoes of Lufkin, Texas (the �Executive�).
WHEREAS, the Company wishes to continue the employment of the Executive as a Vice President of the Company, under the terms and conditions set forth herein; and
WHEREAS, the Executive wishes to continue his employment under those terms and conditions;
NOW, THEREFORE, in consideration of the premises and mutual . . .
2437684
|
Daiichi Suntory
As referenced in this Employment Agreement:
Suntory – Raguet
Lufkin, Texas 75901
Attn: Secretary
with a copy to:
Michael OLeary, Esq.
Andrews Kurth LLP
600 Travis, Suite 4200
Houston, Texas 77002
To the Executive:
Larry M. Hoes
108 Suntory Way
Lufkin, Texas 75901
18
15. Severability.
In the event that any provision or portion of this Agreement shall be determined to be invalid or unenforceable for any reason, the _____________
dt 1582491
;
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Lufkin
As referenced in this Employment Agreement:
LUFKIN INDUSTRIES, INC – htm EXHIBIT 10.1
Exhibit 10.1
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (Agreement) is made and entered into effective as of August 18, 2006 (the Effective Date), by and between LUFKIN INDUSTRIES, INC ., a Texas corporation (the Company), and Larry M. Hoes of Lufkin, Texas (the Executive).
WHEREAS, the Company wishes to continue the employment of the Executive as a Vice President _____________
Lufkin Industries, Inc – mailed, certified or registered mail, duly addressed to the Party concerned at the address indicated below or at such other address as such Party may subsequently provide:
To the Company:
Lufkin Industries, Inc .
601 South Raguet
Lufkin, Texas 75901
Attn: Secretary
with a copy to:
Michael OLeary, Esq.
Andrews Kurth LLP
600 Travis, Suite 4200
Houston, Texas 77002
To the Executive:
Larry _____________
LUFKIN INDUSTRIES, INC – regulations or other regulatory guidance issued under Code Section 409A).
20
IN WITNESS WHEREOF, the Parties have executed this Agreement effective for all purposes as the date first written above.
LUFKIN INDUSTRIES, INC .
By:
/s/
Douglas V. Smith
Name:
Douglas V. Smith
Title:
President & CEO
EXECUTIVE
/s/ Larry M. Hoes
Name:
Larry M. Hoes
Title:
Vice President and General Manager- Oil _____________
dt 1573657
|
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Subscribers | 2006 |
Employment Agreement
Employment Agreement (39K)
Doc #2437685: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (�Agreement�) is made and entered into effective as of August 18, 2006 (the �Effective Date�), by and between LUFKIN INDUSTRIES, INC., a Texas corporation (the �Company�), and John F. Glick of Lufkin, Texas (the �Executive�).
WHEREAS, the Company wishes to continue the employment of the Executive as a Vice President of the Company, under the terms and conditions set forth herein; and
WHEREAS, the Executive wishes to continue his employment under those terms and conditions;
NOW, THEREFORE, in consideration of the premises and mutual . . .
2437685
|
Lufkin
As referenced in this Employment Agreement:
LUFKIN INDUSTRIES, INC – htm EXHIBIT 10.2
Exhibit 10.2
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (Agreement) is made and entered into effective as of August 18, 2006 (the Effective Date), by and between LUFKIN INDUSTRIES, INC ., a Texas corporation (the Company), and John F. Glick of Lufkin, Texas (the Executive).
WHEREAS, the Company wishes to continue the employment of the Executive as a Vice President _____________
Lufkin Industries, Inc – mailed, certified or registered mail, duly addressed to the Party concerned at the address indicated below or at such other address as such Party may subsequently provide:
To the Company:
Lufkin Industries, Inc .
601 South Raguet
Lufkin, Texas 75901
Attn: Secretary
with a copy to:
Michael OLeary, Esq.
Andrews Kurth LLP
600 Travis, Suite 4200
Houston, Texas 77002
To the Executive:
John _____________
LUFKIN INDUSTRIES, INC – regulations or other regulatory guidance issued under Code Section 409A).
20
IN WITNESS WHEREOF, the Parties have executed this Agreement effective for all purposes as the date first written above.
LUFKIN INDUSTRIES, INC .
By:
/s/
Douglas V. Smith
Name:
Douglas V. Smith
Title:
President & CEO
EXECUTIVE
/s/ John F. Glick
Name:
John F. Glick
Title:
Vice President and General Manager-Power _____________
dt 1573658
| |
| Preview
Subscribers | 2006 |
Employment Agreement
Employment Agreement (39K)
Doc #2437686: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (�Agreement�) is made and entered into effective as of August 18, 2006 (the �Effective Date�), by and between LUFKIN INDUSTRIES, INC., a Texas corporation (the �Company�), and Scott H. Semlinger of Lufkin, Texas (the �Executive�).
WHEREAS, the Company wishes to continue the employment of the Executive as a Vice President of the Company, under the terms and conditions set forth herein; and
WHEREAS, the Executive wishes to continue his employment under those terms and conditions;
NOW, THEREFORE, in consideration of the premises and . . .
2437686
|
Lufkin
As referenced in this Employment Agreement:
LUFKIN INDUSTRIES, INC – htm EXHIBIT 10.3
Exhibit 10.3
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (Agreement) is made and entered into effective as of August 18, 2006 (the Effective Date), by and between |