IV- Likewise, it is of mutual interest for both parties to amend their labor agreement, cancellingand replacing in whole the existing one, which they carry out in accordance with the following**CLAUSES****FIRST**.- This labor agreement shall be effective as of the date of signature hereof.**SECOND**.- The EMPLOYEE shall render services to the COMPANY at the work center in Barcelona,holding the category of Director/Partner, and performing, among others, the following tasks:planning, coordination, overview and control of the work developed under his direction and in hisarea of activity, over the group of workers assigned to such area of activity, and moreparticularly, those of client relations and entering into consultancy agreements, as well as anyothers which, being consistent with his professional category, he may be requested to perform,adhering in his conduct to the Company policies and guidelines**THIRD**.- The working hours shall be forty hours per week in average, calculated on anannual basis, according to the working calendar of the company and complying in any event with therest periods established by contract or statute. The holiday entitlement shall be of thirtycalendar days per year and it shall be fixed in consultation with the COMPANY.**FOURTH**.- With effects as of           , the EMPLOYEE’s remuneration packageand system shall be restructured as follows:Base salary, considered as the fixed salary that, divided in twelve monthlyinstallments, shall receive the EMPLOYEE monthly in arrears. The gross annual basesalary at the date hereof is of EUR          .Performance Salary, supplemental wages based on activity, performance andpermanence. This element shall be considered as variable salary earned by performanceyears and does not create vested rights. It shall accrue month by month, and istherefore linked to the EMPLOYEE remaining employed with the COMPANY. In no eventshall performance salaries accrue or may these be claimed by the EMPLOYEE with respectto months subsequent to the termination of the EMPLOYEE’s employment with the COMPANY,irrespective of the grounds for such termination. Payment of performance salarymay be
 

 
made in cash or in kind. Performance shall be determined annually in accordance withthe internal policies of the Accenture group, and shall be applied with effects as ofDecember 1st of each year, accruing on a monthly basis as from such date untilNovember 30th of the following year.In addition, the EMPLOYEE may receive a variable compensation not creating vested rights, in theform of a bonus, to be determined on the basis of criteria established in the internal policies ofthe COMPANY and linked to achieving business targets and results. The granting of said bonus shallcreate an entitlement for the EMPLOYEE to receive it solely and exclusively on the year for whichit is established, and shall not bind the COMPANY for subsequent years.The EMPLOYEE shall be eligible for other remuneration in kind as may be granted by the COMPANY, onthe terms and conditions foreseen in the COMPANY’s policies for the groups of employees of theCOMPANY.**FIFTH**.- The EMPLOYEE shall not engage in any other activities, for consideration orotherwise and whether on his own behalf or on behalf of others, which may be in competition withthe activity of the COMPANY or any of its businesses, or which may have a bearing on the company’sinterests. Upon signing this agreement, the EMPLOYEE represents and warrants that he is incompliance with said obligation, and is not involved, in any of the above mentioned forms, in anycompeting business or activity.In any event, the EMPLOYEE shall provide the COMPANY, upon request by this latter, with anyinformation as the COMPANY may require for the purposes of determining the existence of eventualconflicts of interest.**SIXTH**.- The EMPLOYEE acknowledges and accepts that, by reason of his employment with theCOMPANY, he may have Access to confidential information relating to working procedures, customersor third parties, transactions completed or ongoing, etc. and undertakes to keep the utmostprofessional secrecy and to refrain from using any such information, save within the strictprofessional scope, and from disclosing or revealing it in any manner to third parties, evenwhere these may be relatives or other members of the COMPANY not having access to theinformation.
 

 
THE EMPLOYEE shall diligently ensure that any customer-related information is not disclosed to anythird parties, and shall keep the information on the work and any client and transactions data insuch a manner that no access to such information is granted to any persons not authorized by theCOMPANY to obtain information regarding the same.The professional secrecy undertaking shall survive termination of employment with the COMPANY.**SEVENTH**.- This agreement may be terminated on the grounds established by statute. Shouldtermination take place based on any of the events foreseen under sections 40.1, 50, and/or 56 ofthe Spanish Workers’ Statute, the COMPANY shall be bound to pay the compensation foreseen forunfair dismissal under section 56 of the aforementioned Workers’ Statute. For the above purposes,and considering that the EMPLOYEE has been providing services to the COMPANY or to one or other ofthe companies in the group since           , his seniority shall be calculatedtaking into account the whole of the period in which the EMPLOYEE has provided services in any ofthe group companies, save for the period in which he has been a partner of the company Accentureunder any corporate form or name, during which period the labor relationship shall be consideredsuspended. Therefore, the EMPLOYEE is hereby recognized a seniority to date of        .**EIGHTH**.- Pursuant to the provisions of applicable Spanish legislation on Personal DataProtection (Spanish Organic Law 15/1999 of 13 December), in his capacity as employee ofACCENTURE, S.L., a company belonging to the Accenture Group, the EMPLOYEE has been previouslyinformed of, and expressly consents to, the incorporation of his personal data to the companyfiles, to be processed for the purposes of maintenance and follow up of the labor relationship,as well as management of the company’s human resources, and further consents to such data beingdisclosed to third parties (such as companies in said Group, suppliers, customers or businessalliances,) as may be necessary for the above purposes or for the development of activitiesconsistent with their corporate objects, all of which in accordance with the above mentionedlegislation and with internal policies regarding personal data processing within the AccentureGroup. In consideration of the company’s activity, its globalization on a worldwide scale, and
 

 
the possibilities that our technology infrastructure offers, the personal data provided shall bestored and submitted to processing in files created by the company for the above mentionedpurposes, and may be transferred and centralized in a database located outside Spain, under thecontrol of an entity belonging to the Accenture Group, which shall grant access to entities formingpart of the Accenture Group located in Spain and abroad, while keeping with the same purposes forwhich they were collected and for which they shall be exclusively used. The EMPLOYEE herebyexpressly consents to such processing, assignment and international transfer, on the termsindicated, having been informed of the possibility to access such data, as well as to correct oramend the same, all on the terms provided by the aforementioned legislation.**NINTH**.— The EMPLOYEE consents in assigning to the COMPANY, on an exclusive basis and withthe scope necessary for the normal course of business, the full title and interest and any and allrights over any “work” as the EMPLOYEE may, within the framework of the labor relationship towhich this agreement refers, produce, discover, create or write (whether by himself or incooperation with others, whether or not these are workers of the COMPANY and whether or not theyare under his supervision). For the purposes of this clause, “work” shall mean anything that maybe the subject of intellectual property rights, as provided under sections 10 and 11 of SpanishRoyal Legislative Decree 1/1996, of 12 April; in any event, the following shall be considered“works”: computer programs, including technical documentation and user manuals, as well as anyreviews, updates, upgrades, amendments or improvements of others pre-existing; (ii) books,booklets, printed matters, articles, methods and handbooks, reports or other written material of ascientific, technological or technical nature, publications, translations, adaptations,compilations, speeches, conferences; and (iii) trademarks, trade names and inventions or designs,this list being merely informative and without limitation.**TENTH**.- the EMPLOYEE states his intention not to engage in activities on behalf of anycompany directly competing with the COMPANY following termination of the employment relationship,for a term until           or eighteen months following termination of theemployment relationship, whichever is longer, as well as his willingness to formalize thisundertaking in a contract signed by both parties.**ELEVENTH**.- For all matters not covered herein, the parties shall submit to the applicable
 

 
legislation: Spain’s State Collective Bargaining Agreement for Consultancy Companies on Planning,Organization of Businesses, Accounting; Spanish Workers’ Statute; Spanish General Law on SocialSecurity, Spanish Law on Prevention of Labor Risks and other applicable laws and regulations.In witness whereof, and of their conformity with the foregoing, the parties sign these presents intwo counterparts to one effect only, in the place and on the date first above mentioned.   THE EMPLOYEE FOR THE COMPANY