exv10w2



 





Exhibit 10.2




PAREXEL




PAREXEL
International 

195 West Street

Waltham, Massachusetts 02451-1163

+1 781 487 9900 Fax: +1 781 487 0525

www.parexel.com




August 2, 2004




Mr. Kurt A. Brykman 

115 Norrans Ridge 

Ridgefield, Connecticut 06877




Dear Kurt:



This letter is to confirm our offer to you for the position of President, PAREXEL Consulting, for
PAREXEL International Corporation. Your start date is currently expected to be September 7, 2004.
You will be based in our Waltham office and will report to Carl Spalding, President and Chief
Operating Officer in this capacity. The terms of this offer are defined below:




Salary and Incentive Compensation





	•	 	Your semi-monthly salary will be $11,041.66. Our company policy is to review employees
annually.
	 
	•	 	In addition, you will be eligible to receive a bonus of up to 40% of your annual salary
in
accordance with the provisions of PAREXEL’s Performance Bonus Plan FY 2005.
	 
	•	 	Subject to the approval of the Stock Option Committee of the Board of Directors of PAREXEL,
you will receive an option to purchase 50,000 shares of PAREXEL’s Common Stock, at an
exercise price equal to the fair market value per share of PAREXEL’s Common Stock on the
date of grant. The option will vest and become exercisable in accordance with the provisions set
forth in the applicable stock option agreement.
	 
	•	 	a sign-on bonus in the amount of $50,000, payable following
completion of thirty (30) days
of employment. This bonus will be processed and paid in the payroll period following the
completion of thirty days of employment at PAREXEL and will be subject to the normal FICA
and state taxes as well as to the Federal supplemental tax rate of 28%.





Benefits



PAREXEL presently offers a benefits package including health, dental, life and disability
insurance. PAREXEL’s Life Insurance provides a benefit of two times your basic annual earnings
plus $10,000, to a maximum of $1,000,000.00. You will also have the opportunity to purchase
Supplemental Life Insurance payable through payroll deductions.



Additionally the company offers a 401(k) plan managed by Fidelity Investments. Participants may
contribute up to 60% of covered compensation (capped at $13,000.00) and PAREXEL will match
employee contributions up to 3% of salary and capped at $3,000.00 annually. Employees are




 









 





Mr. Kurt A. Brykman

July 22, 2004

Page Two



eligible to participate on the first day of the following month. The Company contributions are
vested 20% per year with full vesting at the completion of five (5) years of service.



In this position, you will be eligible for four (4) weeks vacation in your first year, with
additional time added based on completed years of employment (capped at five (5) weeks). We offer
seven (7) paid holidays with four (4) additional paid floating holidays.



PAREXEL also offers an Employee Stock Purchase Plan (ESPP) to all regular employees customarily
working more than 20 hours/week enabling them to purchase shares of PAREXEL Common Stock at a
discount through payroll deductions. The Company is quoted on the Nasdaq National Market under the
symbol “PRXL”. Employees are eligible to enroll prior to the next ESPP purchase period in June and
December.




Relocation


In addition to the above benefits, PAREXEL will provide you with:





	•	 	cost of transportation of reasonable household goods and
personal possessions from Connecticut to Massachusetts.
	 
	•	 	reasonable expenses incurred for house hunting trips to the
Boston area.
	 
	•	 	costs associated with the purchase of a new home in the Boston area:






	 	-	legal fees
	 
	 	-	deed recording fees
	 
	 	-	tax and title
	 
	 	-	title insurance
	 
	 	-	administrative costs of securing a mortgage loan but excluding the
cost of loan origination fees (points)






	•	 	usual and reasonable real estate commission on the sale of your current home in Connecticut,
up to a maximum of 6%.
	 
	•	 	PAREXEL will work with you to develop a plan to minimize any expenses associated with dual
housing costs in the event you have not sold your home in Connecticut by the time your family
has relocated to the Boston area. The details of this will be worked out as the relocation
progresses.





 









 





Mr. Kurt A. Brykman

July 22, 2004

Page Three



In the event PAREXEL International terminates your employment for any reason other than for Cause
(as defined below), the Company agrees to provide severance to you (the “Executive”) in an amount
equivalent to nine (9) months’ salary, based on your highest monthly salary within the preceding
twelve (12) month period, subject to satisfying all other requirements of the severance policy in
effect at that time.



For purposes of this offer letter, “Cause” shall mean: (1) the commission by the Executive of a
felony, either in connection with the performance of his/her obligations to the Company or which
adversely affects the Executive’s ability to perform such obligations; (2) gross negligence,
breach of fiduciary duty or breach of any confidentiality, non-competition or developments
agreement in favor of the Company; (3) the commission by the Executive of an act of fraud or
embezzlement or other acts in intentional disregard of the Company which result in loss, damage or
injury to the Company, whether directly or indirectly.



The payment for some of these expenses may be considered compensation, thus affecting your taxable
income. You may want to seek financial counsel to prepare you for your annual tax return. Should
you terminate your employment at PAREXEL within twelve (12) months of your start date, you will be
required to repay the relocation expenses, temporary housing, and storage expenses in full.



We hope that you will choose to accept our offer of employment, and we look forward to receiving
your verbal acceptance. As a condition of employment, you will be required to sign a “Key Employee
Agreement” on your first day of employment. PAREXEL’s Key Employee Agreement contains provisions
related to, among other things, confidentiality, inventions, developments and non-competition.
Please sign both copies, initialing page three and bring both of these copies to work on your
first day of employment; these copies should be given to the Human Resources Representative at
orientation.



If you have any questions in the interim, please feel free to contact me at (781) 434-4643.



Sincerely,






Michael R. Brandt

Vice President, Human Resources