Employment Contract - Permanent

Permanent Contract of Employment

BETWEEN

____________________________________

 (hereafter referred to as “the Company”)

AND

________________________________________

(herein after referred to as “the employee”)


1.         DEFINITIONS AND INTERPRETATION

1.1          In this Agreement unless the context otherwise requires the following expressions shall have the following meanings: 

              “Agreement”                                         this Agreement (including any schedule or annexure to it);

“Associated Company”                    any company in which the Company or any subsidiary or holding company of the Company or any subsidiary of such holding company holds or controls more than 10% in nominal value of the equity share capital or more than 10% of the voting rights for the time being attached to the issued share capital together with any company forming part of the worldwide group of companies comprising the company, XYZ Limited and its subsidiaries and any company under the management or control of the Company of XYZ Limited from time to time, and its holding company, Cobham plc and its subsidiaries and any company under the management or control of the Company of Cobham plc from time to time, for so long as Cobham plc is the holding company of XYZ Limited;

              “Company”                                           the Company of Directors for the time being of the Company or any duly authorised committee thereof or any senior executive manager of the Company or any of its Associated Companies to whom the authority of the Company of Directors of the Company has been expressly delegated;

 

              “Intellectual Property Rights”          includes any patent, patent application, know-how, trade mark, trade mark application, trade name, registered design, copyright, trade secret and other confidential information, design rights, topography rights, service mark, service mark application, business name, moral rights, registrations of and applications to register any of the aforesaid items, rights in the nature of any of the aforesaid items in any country, rights in the nature of unfair competition rights and rights to sue for passing off or other similar intellectual or commercial right.

 

“Materials”                                             means all inventions, processes, designs, copyright, works, materials, information and other things in which Intellectual Property Rights subsist or are capable of subsisting invented, discovered, devised or produced by the employee (either alone or in conjunction with any other person) in the course of the employment with the Company or Associated Company or duties assigned to the employee by the Company or Associated Company or otherwise relating to the business;

Restricted Period”                              means the period of one year after the termination date.

 

 

 South Africa”                                       means the Republic of South Africa;

Subsidiary” and “Holding Company as defined by the South African Companies Act No. 61 of 1973;

“Termination Date”                             the date on which employment terminates for any reason whatsoever; and

 

“ZAR”                                                      South African Rand, the lawful currency of South Africa


2.         DURATION

2.1       This Agreement will commence with effect from START DATE

 

2.2       The appointment shall be for an indefinite period, and subject to termination by either party giving to the other one (1) months’ notice in writing.

2.3       Unless terminated earlier under the provisions of the Labour Relations Act 66 of 1995, the employment shall automatically terminate on the employee’s 65th birthday.

3.         HOURS OF WORK AND OVERTIME

3.1       The normal working hours will be from START TIME to END TIME with a Lunch break from START TIME to END TIME from Monday to Friday.  By signing this contract the employee undertakes to agree to perform such overtime duties as may be reasonably required from time to time, provided this does not exceed the limitations laid down in relevant legislation.

3.2       Overtime pay will be calculated and paid at the rate prescribed by relevant labour legislation.

4.         DUTIES AND PLACE OF WORK

4.1       During employment under this Agreement, the employee will:

  1. faithfully and diligently perform the duties in the capacity of JOB TITLE to the Company’s standards and expectations.  A detailed job description outlining the employees Key Performance Areas will be drafted by the employee’s Manager.
  1. The employee’s principal place of work is STREET ADDRESS


5.             REMUNERATION

5.1           The employee’s remuneration shall be expressed on the basis of the total direct cost to the Company being MONTHLY SALARY. PAYE, UIF, Bargaining Council Levies and any other statutory charges will be deducted monthly.

5.2           The employee’s remuneration on the said total direct cost to the Company shall be as disclosed in Annexure A hereto, or such higher rate as the Company may in its absolute discretion from time to time decide. The employee's remuneration shall be subject to review in March of every year during the term of this Agreement.  A review does not confer any automatic right to a salary increase.

5.3           Travel Allowance

Where applicable, the Company will provide the employee with a travel allowance as part of the total cash compensation package.

5.4           Medical Cover

               

                The Company offers the option of medical cover.  100% of the cost of providing this benefit is borne by the Company and is included in the employee’s total cost to the Company as detailed in Annexure A.

  1. Performance Bonus

The payment of an annual performance bonus in December is subject to management discretion and is determined by the Company’s productivity and the employee’s commitment and contribution during the year.

6.             EXPENSES

                The Company shall by way of reimbursement pay all reasonable traveling, hotel and other expenses wholly, exclusively and necessarily incurred by the employee in or about the performance of the duties under this Agreement.  The employee is required to provide reasonable evidence of the expenditure in respect of claims for reimbursement. 


7.             ANNUAL LEAVE

7.1           The Company’s annual leave entitlement is 15 working days per annum or pro rata thereof. 

7.2           Annual leave is to be taken at times convenient to the Company and approved by the Company in advance.

7.3           On termination, payment in lieu will be made for unused leave, or leave taken in excess of entitlement may be deducted from the final salary payment.

8.             SICK LEAVE

8.1           The employee will continue to be paid during absence due to illness for a total of up to 6 weeks or pro rata thereof in any rolling period of 36 (thirty six) months.  Thereafter the employee will continue to be paid a salary only at the discretion of the Company.

  1. During the first 6 (six) months of employment the employee is entitled to one day’s paid sick leave for every 26 days worked.
  1. The employee may be required to submit to such medical examinations and tests with doctors appointed by the Company as the Company may reasonably require, but subject always to and in compliance with the provisions of the Employment Equity Act No. 55 of 1998.
  1. A medical certificate may be requested when an employee is absent for more than two days or if an employee is absent on more than one occasion during an eight-week period.

9.             FAMILY RESPONSIBILITY LEAVE

9.1          The employee is entitled to three days paid family responsibility leave of 3 days per annum.  Family responsibility leave becomes due after 4 months service.  This leave will be granted on request when your child is born or is sick, or in the event of the death of your spouse or life partner, or your parent, grandparent, child, grandchild, brother or sister.


10.          COMPANIES POLICIES AND PROCEDURES

               Other than the conditions of service detailed in this document, the employee will be subject to the conditions of service laid down in the Company’s policies and procedures as amended from time to time.  These policies and procedures are electronically accessible or paper copies may be requested from Human Resources.

11.          DISCIPLINARY AND GRIEVANCE PROCEDURE

               The employee will be subject to the Company’s disciplinary and grievance codes and procedures.

12.          SECURITY AND SEARCH

               By signing this contract, the employee accepts that the Company has taken strict security precautions to prevent pilfering from its premises and therefore consent to such periodical inspections or searches to take place at the insistence of the employer, as it may seem necessary and from time to time.

               

13.           COMPETITIVE / PART-TIME EMPLOYMENT

                During the course of employment the employee will not, without the prior written consent of the Company be engaged in any competitive or part-time business.

14.           INVENTIONS AND COPYRIGHT

14.1         All Materials and all Intellectual Property Rights therein shall belong to the Company and the employee hereby assigns all such Intellectual Property Rights (whether now existing or hereafter arising) to the Company.

14.2         The employee hereby waives any rights that the employee may have to be identified as the author of any of the Materials or to object to derogatory treatment of any of the Materials.

14.3         The employee agrees that:

14.3.1         all Materials created by the employee shall be disclosed immediately to the Company;

14.3.2        promptly after a request therefore (whether made before or after the termination of this Agreement) the employee shall:

  1. do all such acts and execute all such documents (in such form as reasonably requested by the Company) as the Company shall reasonably request to ensure that all Materials and all Intellectual Property Rights therein vest in and belong to the Company; and
  1. provide such assistance, information and advice as the Company may reasonably request in relation to any Materials and/or any Intellectual Property Rights therein.

15.       CONFIDENTIALITY

The employee must not, either during employment, otherwise than in the proper course of duties, or thereafter, without the written consent from the Company being first obtained, divulge to any person firm or company and shall during the continuance of the employment use their best endeavors to prevent the publication or disclosure of any confidential information of the Company and any Associated Company or any of its or their secrets, dealings or transactions whatsoever which may have come or may come to the employee’s knowledge during their employment or previously or otherwise and which include but are not limited to the following matters:

                (i)               the working of any manufacturing process or invention or any other methods formulae technical data and know how used by or which relate to the business of the Company; 

                (ii)              lists of customers and potential customers of or suppliers and potential suppliers to the Company and any Associated Company and any other information collected by the Company and any Associated Company in relation to those customers or suppliers; or

                (iii)             the dealings or transactions or other business affairs of the Company or any Associated Company and its or their finances or management accounts. 

This restriction shall cease to apply to information or knowledge which may (otherwise than by reason of the employees default) become available to the public generally without requiring a significant expenditure of labour, skill or money). 

16.       UPON TERMINATION

            Upon the termination by whatever means of this Agreement:

16.1    The Company may elect in its absolute discretion to terminate the employee’s employment without notice on payment of an amount equal to the annual salary for the notice period.  The employee is not entitled to this payment if the Company does not elect to make a payment in lieu of notice.

17.       RECONSTRUCTION OR AMALGAMATION

            If the employment under this Agreement is terminated by reason of the liquidation of the Company for the purpose of reconstruction or amalgamation and the employee is offered employment with any concern or undertaking resulting from the reconstruction or amalgamation on terms and conditions not less favourable than the terms of this Agreement then the employee shall have no claim against the Company in respect of this termination.

18.       POST TERMINATION OBLIGATIONS

18.1    For the purposes of this clause a Competitive Business shall mean the development, manufacture and sale of microwave antenna products and associated electronics for land, maritime and aerospace applications as carried on by the Company or an Associated Company at the termination date.

18.2    The employee shall not during the Restricted Period solicit or endeavor to entice away from or discourage from being employed by the Company or any Associated Company any senior employee of the Company or any Associated Company (for these purposes shall mean an employee having a salary in excess of ZAR 10,000 per calendar month) employed by the Company or any Associated Company and who to the employee’s knowledge was a senior employee thereof at the Termination Date or whom to the employee’s knowledge has at that date agreed to be engaged as an employee of the Company or any Associated Company and with whom the employee has dealt or had contact in the normal course of the employee’s duties.

18.3    The employee shall not during the Restricted Period  (without the previous written consent from the Company) and whether on the employee’s own account or for any other person, firm or company directly or indirectly in connection with any Competitive Business solicit or endeavour to entice away from the Company any person, firm or company (a) who or which in the 12 months prior to the end of this employment contract shall have been a customer of or in the habit of dealing with the Company and (b) with whom or which the employee had personal dealings in the course of their employment prior to the end of their employment.

18.4    The employee shall not during the Restricted Period within any country in the world in which the Company sells its products (without the previous written consent from the Company) directly or indirectly be engaged concerned or interested (whether as principal, servant, agent, consultant or otherwise in any Competitive Business.

18.5    The employee shall not at any time after the termination of employment represent himself or herself as being employed by or connected with the Company or any Associated Company.

18.6    The employee acknowledges:

                (i)               that each of the foregoing sub-clauses of this clause constitutes an entirely separate and independent restriction.

                (ii)              while at the date of this Agreement the duration, extent and application of each of the restrictions are considered by the parties no greater than is necessary for the protection of the interests of the Company and any Associated Company and reasonable in all the circumstances it is acknowledged that restrictions of such a nature may become invalid because of changing circumstances and accordingly if any of the restrictions shall be adjudged to be void or ineffective for whatever reason and would be adjudged to be valid and effective if part of the wording thereof were deleted or the periods thereof reduced or the area thereof reduced in scope they shall apply with such modifications as may be necessary to make them valid and effective; and

    (iii)            The employee shall, at the request and cost of the Company, enter into a direct agreement or undertaking with any Associated Company to which the employee provides services whereby the employee will accept restrictions corresponding to the restrictions in this clause (or such of them as may be appropriate in the circumstances) as the Company may reasonably require in the circumstances.

19.           MISCELLANEOUS

19.1        The employee warrants and represents that they have the right and full power and authority to enter into and perform this Agreement, the terms of which constitute (and will after execution continue to constitute) obligations in all respects binding upon (and enforceable against) them.

19.2       This Agreement is governed by and shall be construed in accordance with the laws of South Africa

  1. The parties to this Agreement submit to the exclusive jurisdiction of the South African courts.
  1. This Agreement contains the entire understanding between the parties

and supersedes all previous employment agreements.

20.       SIGNATURES

____________________________________

Director

Signed for and on behalf of

COMPANY DAME

 

 

 

____________________________________

Date

 

 

 

I, ______________________________________________hereby accept the terms and conditions of employment as set out in this Agreement.

_______________________________

EMPLOYEE NAME

_______________________________

Date


 

Annexure A

            Date: 

            Name:  EMPLOYEE NAME

 

Monthly Salary Structure

 

Basic Salary

RXX XXX.00

Travel Allowance

R 0.00

Medical Aid  – 100 % Company Contribution

R 0.00

Total Cost to Company

RXX XXX.00

 


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