INDIVIDUAL EMPLOYMENT AGREEMENT OF AN UNSPECIFIED TERM entered into on
part by (the "COMPANY"); and on the
part by (the "EMPLOYEE"), pursuant to the following
I. THE COMPANY STATES
a) That it is a US corporation, with address at
Behr Mexico, S. de R.L. de C.V., Blvd. Antonio L. Rodriguez 1884 Pte. - Piso 12,
Local 1203, Monterrey, Nuevo L, Zip Code , United States of America.
b) That it is dedicated to the activities of rendering personnel and human resources,
management, marketing, accounting, quality control, personnel selection, hiring
services, analysis, engineering, maintenance and repair of machinery and
equipment, among others.
II. THE EMPLOYEE STATES:
a) That he is of nationality, years of age, of the gender,
status with address at Calle Luca 6, Chiplilo, Puebla, 74325.
b) That he has the sufficient capability, skills and knowledge to perform the work for
which he is hired.
c) That at the moment of execution of this contract, he does not suffer any physical or
mental illness that will, or may impede the efficient and constant performance of the
work for which he is hired.
Having declared the foregoing, the parties agree to the following:
FIRST.- The COMPANY hires the EMPLOYEE pursuant to the foregoing recitals, so that under'
direction and financial dependency the EMPLOYEE shall render to it his personal services as a 1
Controller, in any area that the COMPANY determines, in any domicile of the COMPANY
within the Mexican Republic, or in any establishment indicated by the COMPANY. The
EMPLOYEE'S position is considered by the COMPANY as a Job Level 4 in its exempt
Among the activities which will be performed by the EMPLOYEE, are included, but not
limited to, the following:
Preparation and monitoring of financial budgets and forecast
■ Preparation of internal company financial reports as well as requirements with ■
Payroll and Treasury cash flow functions
■ Coordination of all tax planning and compliance related matters
■ Oversight of local Purchasing and Information Management activities in close
■ Participation in all major projects and project controlling
■ Support to the Plant Manager in developing strategies and implementing operational
plans to optimize the development of the company through profitability and growth
The EMPLOYEE shall report to the Plant Manager of the Company's operation.
SECOND.- The EMPLOYEE states that he is qualified and has sufficient knowledge to do the
work for which he is hired; and covenants and obligates him self to perform all of the activities
inherent and/or related to such work, including those pertaining to it, according to the use and
past practice, which work he will execute pursuant to the instructions that he receives from the
COMPANY through any authorized representative, he will comply with all orders that he
receives from his superiors, and those contained in any circular, or order of the COMPANY, and
comply with the obligations imposed upon him by this Contract and the Federal Labor Law.
In consideration to that set forth on Recital I.b), as well as on the preceding paragraph of this
Clause, both parties agree that the EMPLOYEE will render services to and/or will carry out his
activities in a company or companies different from the COMPANY with whom the latter enters
into a services agreement or agreements. Nevertheless, both parties also agree that the
employment relationship exists only and exclusively between the EMPLOYEE and the
COMPANY and that such employment relationship is the only one that the EMPLOYEE is
THIRD.- The COMPANY and the EMPLOYEE agree that this Individual Contract is executed
for an unspecified term, starting from its date. Nevertheless, a probation period is established for
thirty (30) days from the date of its execution, in order for the EMPLOYEE to evidence that he
has the capability and knowledge required to perform the work established, according to the
Second Clause of this Contract. The COMPANY may terminate this Contract without incurring
any liability whatsoever, within the first thirty (30) days of its duration, if the EMPLOYEE has
lied or mislead the COMPANY with certificates or references on which he is attributed
capability, training or knowledge which he does not have, or if he does not evidence, at the
COMPANY'S satisfaction, that set forth on the above mentioned Clause; or due to any of the
other causes stipulated in Article 47, and others related and/or applicable thereto, of the Federal
The EMPLOYEE, during the time that he works for the COMPANY, obligates himself to receive
instruction and training, as per the instruction and training plans that are established and those that will
be established in the future in the COMPANY.
As part of the instruction and training provided by the COMPANY, the EMPLOYEE shall attend
during the initial weeks of employment, at the COMPANY'S domicile in Troy, Michigan and/or in
Germany, as the COMPANY deems convenient for the appropriate development of the work by the
EMPLOYEE. The COMPANY will assume financial responsibility for processing the required U.S.
business visitor visa.
FOURTH.- The COMPANY shall pay the EMPLOYEE as gross biweekly salary for his services the
amount of $31,673.07 (Thirty-one six hundred seventy-three seven pesos), that is 26 paychecks per year
or an annualized $823,500.00 (Eight hundred and twenty-three thousand five hundred pesos), less
the applicable deductions.
The payment of the salary and other benefits shall be made at the place where the EMPLOYEE
renders his or her services or, if applicable, by means of the deposit on the corresponding bank
account, pursuant to that agreed upon in the last paragraph of this Clause.
The EMPLOYEE states that in order to have a higher security on the handling and management of
his income, and according to his personal needs, he requests of the COMPANY that, if possible
and from the moment determined by the COMPANY, it pay the salary and other benefits for the
services rendered, by check or deposit on a bank account, previously opened under his name by
himself for that purpose. Likewise, the COMPANY states that it agrees with the EMPLOYEE'S
FIFTH.- The EMPLOYEE agrees that his manager will monitor his performance during the initial
6 months of employment in order to assure the EMPLOYEE is meeting the COMPANY 'S
performance standards and expectations. The EMPLOYEE shall be reviewed and considered for a
salary increase every April 1st, unless special circumstances or promotion warrant action during the
year. The EMPLOYEE shall be eligible for his first consideration for salary increase on April 1,
2007. Any increase awarded in 2007 maybe prorated based on the EMPLOYEE 'S start date in
Both parties agree that compensation increases are based on performance, attainment of goals, cost of
living or job market consideration, and business conditions at the time of review.
SIXTH.- The shift shall be of forty-eight (48) hours per week. The EMPLOYEE'S workshift shall be
the one indicated in the Company's Internal Shop Rules for salaried employees.
SEVENTH.- The EMPLOYEE expressly covenants and agrees that the COMPANY may change
the hours for the starting and finishing times of the workshift, the day of payment of salary and the
weekly day of rest, whenever the COMPANY considers that the needs of its operations so require.
EIGHTH.- The EMPLOYEE covenants and agrees to work overtime whenever the needs of
the COMPANY so require it, but he may not work overtime without the prior written order to
that effect issued by the COMPANY. Additionally, overtime shall not be accepted nor paid by
the COMPANY, if the attendance control registries are not stamped and signed by the
NINTH.- The EMPLOYEE covenants and agrees that some travel, either domestic or
international, will be expected for the successful completion of his job duties. It is to be
understood that business travel may require periods of absence from the EMPLOYEE'S home,
especially during the start-up of the business.
When traveling on behalf of the COMPANY, including within Mexico operating a
COMPANY'S vehicle, the EMPLOYEE shall be considered to be a "goodwill ambassador" of
the COMPANY and shall be expected to refrain from conduct which potentially might harm the
COMPANY'S public image or which might adversely affect customer goodwill. Accordingly,
while traveling for the COMPANY, the EMPLOYEE'S conduct should conform to generally
accepted social standards, including following all local, state and federal laws at home and
abroad. If the EMPLOYEE commits any illegal act or otherwise violates this policy while
traveling for the COMPANY, the COMPANY reserves the right to take disciplinary action, up
to and including termination.
TENTH - Given the EMPLOYEE'S position, he shall not be subject to attendance control
ELEVENTH.- The EMPLOYEE agrees to take a physical examination prior to his
employment with the COMPANY, and to submit to the subsequent medical examinations as
ordered by the COMPANY, pursuant to the terms of the Federal Labor Law, with the
COMPANY appointed doctor at the COMPANY'S expense.
TWELFTH.- The EMPLOYEE shall enjoy the legal holidays stipulated in the Federal Labor
THIRTEENTH.- The COMPANY shall provide the EMPLOYEE with an Annual Bonus paid
at the end of the calendar year. This Bonus is targeted at 30 days of base salary, minus taxes.
The EMPLOYEE shall be eligible for a prorated Annual Bonus in December, 2006. The terms
for the payment of the bonus shall be indicated in a separate document that will form a part of
FOURTEENTH.- The EMPLOYEE shall be eligible for a Management Bonus which is
targeted a 10% of his base salary, minus taxes, and will be processed at the end of the first
quarter. This Bonus shall be based on the EMPLOYEE'S successful achievement of individual
performance goals, operational results and attainment of business targets/objective for the
COMPANY, as agreed upon by both parties. The terms for the payment of the bonus shall be
indicated in a separate document that will form a part of this contract.
FIFTEENTH.- The COMPANY will provide the EMPLOYEE all the material and equipment
required for the development of the duties derived from this Agreement. The EMPLOYEE is
obligated to take care of and use them correctly.
It is agreed by the parties that within the work instruments referred in the preceding paragraph,
the COMPANY will provide the EMPLOYEE for the development of his work, a car with a retail
value of approximately $25,000 US, according to the COMPANY'S choice, whose characteristics
will be determined by the COMPANY, with the understanding that the automobile might be
changed to the EMPLOYEE at any time, according to the needs and policies of the COMPANY.
The expenses of periodic maintenance, gasoline, license plates, ownership tax, and car insurance, will
be covered by t