EX-10.30





 Exhibit 10.30 

 

			
	



	  	 Clarios
 5757 Green Bay Avenue

Milwaukee, WI 53209


  

			
		 	 Wendy Radtke
 9027 Hollybrook Ln S

Germantown, TN 38138
  

September 21, 2020


 Dear Wendy: 
 I am pleased to
confirm our verbal offer of employment as Chief Human Resources Officer with an anticipated start date on November 2, 2020. In this role you will report directly to the Chief Executive Officer and the position will be based at our Global
Headquarters in Milwaukee. 
 BASE SALARY 
 Your
annual base salary will be $450,000 paid on a bi-weekly basis. 
 ANNUAL INCENTIVE PERFORMANCE PROGRAM

 You will participate in the Clarios Annual Incentive Performance Plan (AIPP) at a target of 60% of your annual base salary. Your participation
will start in performance year 2021, payable in fiscal 2021. Actual incentive payments to you under the AIPP can range from 0% of annual base salary to as much as 200% of annual base salary. Payments are made in December of each year for the
previous fiscal year. For performance year 2020, your AIPP payment is guaranteed at US $200,000, payable in December 2020. 
 LONG-TERM INCENTIVE PLAN

 In this position, you will participate in the Clarios Long-Term Incentive Program. You will receive 3% of the total profit pool on
Brookfield’s sale proceeds, net of all sales costs, less Brookfield’s initial invested capital of approximately US$2,932 Million. Awards will vest 20% per year, provided you are employed on each annual vesting date. Determination of actual
award levels relative to the target award will be based on achievement of performance goals outlined in the plan document. 
 SIGN-ON BONUS 
 You will be provided with a one-time sign-on bonus of US$195,000 paid on the first pay, following your start date. 
 DEFERRED COMPENSATION 

In your position, you are eligible to participate in the Clarios Senior Executive Deferred Compensation Plan, a key executive benefit. The Plan allows you to
defer a portion of your base salary and annual bonus. You will receive further information and have an opportunity to learn more about this benefit during the enrollment period in the first quarter of the fiscal year. This plan is under review and
will be finalized in 2020. 

  
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 FLEXIBLE PERQUISITES 

You will participate in the Flexible Perquisites Plan which provides you with up to 5% of your annual base salary each year to cove r financial planning
expenses. Taxes on perquisite funds are the responsibility of the participant. 
 U.S. MANAGEMENT CAR ALLOWANCE PROGRAM 

You are eligible to participate in the Management Car Allowance Program. An annual cash car allowance of $15,000 will be added to your paycheck. This annual
amount will be paid via payroll on a bi-weekly basis. All payments in association with the Program are subject to applicable Federal and Local taxes. 

BENEFITS 
 Clarios offers an extensive employee
benefit program. Choices exist for you and your dependents in medical, dental, life and disability insurance. You will be eligible to participate in the Clarios Savings and Investment Plan which includes a 401K plan with a company match. Details of
this plan are described in the summary plan description. You are entitled to thirteen (13) company paid holidays each year. Additionally, you will receive four (4) weeks of vacation. 

SEVERANCE 
 Upon termination without Cause (as
defined below), you will be provided with one (1) times the sum of your annual base salary and your annual bonus target amount, payable in a lump sum within thirty (30) days following termination. For the period of one (1) year (12
months), benefit continuation (medical/dental/vision) will be covered by the Company at the current employee contribution levels. You will also receive any unpaid prior year bonus to the extent eared under the AIPP for such year, payable at the same
time as such year’s bonuses are paid to other senior executives. Senior executive-level outplacement services provided for a period of one (1) year (12 months). 

RELOCATION 
 To assist you with your transition
into this role, you will be provided with relocation assistance managed by BGRS. Should you voluntarily terminate your employment within the first (1st) year of employment, you will be required to reimburse the Company in full for the cost of any
and all relocation assistance provided to you or paid for on your behalf by the Company. You will be required to agree to the Payback Agreement following the acceptance of this offer. You will be required to complete an 1-9 form (Employment Eligibility Verification) and provide the required documentation establishing your legal right to work in the United States. 

RESTRICTIVE COVENANTS 
 Non-Competition: In accepting this employment offer, and in consideration of this employment offer, your continued employment, and/or the Company’s obligation and promise to provide you with confidential
and propriety information pertaining to its business operations and/or customers, and your promise and obligation not to use or disclose that information except in the course of performing your job duties, you agree that, except as prohibited by
law, during your employment with the Company or its parent, subsidiaries or affiliates, and for the 18 month period following your termination of employment for any reason, you will not directly or indirectly, own, manage, operate, control
(including indirectly through a debt, equity investment, or otherwise), provide services to, or be employed by, any person or entity engaged in any business that (i) conducts or is planning to conduct a business in competition with any business
conducted or planned by the Company or its parent, subsidiaries, or any of its Affiliates including but not limited to any business or Company engaged in the business of energy storage solutions, battery


  
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manufacturing, battery and energy storage solutions distribution, and battery technologies; or (ii) designs, develops, produces, distributes, offers for sale or sells a product or service
that can be used as a substitute for, or is generally intended to satisfy the same customer needs for, any one or more products or services designed, developed, manufactured, produced, distributed or offered for sale or sold by any of the
Company’s businesses (1) that is located in a region where Employee had substantial responsibilities during the twenty-four (24) month period preceding Employee’s Termination Date, and (2) for which Employee (A) was
materially involved in during the twenty-four (24) month period preceding Employee’s Termination Date, or (B) had knowledge of operations or substantial exposure to during the twenty-four (24) month period preceding
Employee’s Termination Date. 
 Non-Solicitation of Customers: Further, in accepting this employment
offer, and in consideration of this employment offer, except as prohibited by law, you further agree that during your employment with the Company or its parent, subsidiaries or affiliates, and for the two (2) year period thereafter, you will
not directly or indirectly, on Employee’s own behalf or on behalf of another (i) solicit, aid or induce any customer of the Company or its Affiliates that Employee was responsible for, directly or indirectly through direct supervisor or
management of other employees, departments or business units of the Company, to purchase goods or services then sold by the Company or its Affiliates from another person or entity, or assist or aid any other person or entity in identifying or
soliciting any such customer, or (ii) solicit, aid or induce any customer that was pursued by the Company and where Employee had direct contact, participated in the contact, or had knowledge of Confidential Information because of
Employee’s employment with the Company within the twenty-four (24) months preceding Employee’s Termination Date if that sale or service would be located in a region where Employee had substantial responsibilities while employed by the
Company or its Affiliates. 
 Non-Solicitation of Employees: Further, in accepting this employment offer, and
in consideration of this employment offer, except as prohibited by law, you further agree that during your employment with the Company or its parent, subsidiaries or affiliates, and for the two (2) year period thereafter, you will not, directly
or indirectly, on your own behalf or on behalf of another solicit, recruit, aid or induce employees of the Company or any of its Affiliates (a) who were directly managed by or reported to Employee as of the date of Employee’s termination,
or (b) with whom Employee has had material contact with during the twelve (12) months period preceding Employee’s termination and who had access to Confidential information, trade secrets or customer relationships, to leave their
employment with the Company or its Affiliates in order to accept employment with or render services to another person or entity unaffiliated with the Company or its Affiliates, or hire or knowingly take any action to assist or aid any other person
or entity in identifying or hiring any such employee. 
 Irreparable injury will result to the Company, its business, and its parent, subsidiaries or
affiliates in the event of a breach by you of any of your covenants and commitments you have accepted as a condition of this employment offer, including the covenants of non-competition and non-solicitation. Therefore, in the event of a breach of such covenants and commitments, the Company reserves all rights to seek any and all remedies and damages permitted under law, including, but not limited to,
injunctive relief, equitable relief and compensatory damages. 
 The non-competition and non-solicitation provisions are expressly intended to benefit the Company (which includes its parents, subsidiaries and/or affiliates as third party beneficiaries) and its successors and assigns; and the parties
expressly authorize the Company (including all third party beneficiaries) and its successors and assigns to enforce these provisions. 

  
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 DEFINITIONS 

For all purposes under this Agreement and your LTIP Award (and the Plan to the contrary notwithstanding, but only with respect to the following definition):

 “Cause” shall mean (a) your willful failure to properly carry out your duties or to comply with the material rules and material
policies of Clarios, or any reasonable instruction or directive of the Board, that is not cured, if deemed curable in the discretion of the Board, within ten (10) days after the Board gives you written notice thereof setting forth the
particulars in detail of such failure; (b) your acting dishonestly or fraudulently, or your willful misconduct in the course of your employment, in each case resulting in material adverse consequences to Clarios which is not cured, if deemed
curable in the discretion of the Board, within ten (10) days after the Board gives you written notice thereof setting forth the particulars in detail of such misconduct; (c) if you or any member of your family makes any personal profit
arising out of or in connection with any transaction to which Clarios is a party or with which Clarios is associated without making disclosure to and obtaining the prior written consent of the Company (other than respecting any trading in shares of
Clarios following a public offering and stock exchange listing); (d) your conviction for, or a guilty plea (or a plea of nolo contendere) by you to any criminal offence that may reasonably be considered to be likely to adversely affect the Company
or your ability to perform your duties, including without limitation, any offence involving fraud, theft, embezzlement, forgery, willful misappropriation of funds or property, or other fraudulent or dishonest acts involving moral turpitude;
(e) your failure to fully comply with and perform your fiduciary duties as an officer and member of the Board; or (f) engaging in conduct (done either intentionally or through gross negligence) that is materially detrimental to the
reputation, character, or standing of the Company. An opportunity to cure any of the above Cause grounds may be provided to you only where specified in subsections (a) through (f) above. 

Wendy, speaking for myself and my colleagues, we are enthusiastic about your joining Clarios. We have a great company with important work to be done. We are
confident that the combination of your experiences and personal attributes will allow you to contribute and succeed at Clarios. We look forward to your positive response to our offer as soon as possible. 

Sincerely, 
 /s/ Mark Wallace 

Mark Wallace 
 Chief Executive Officer, Clarios 

 
  

Please indicate your response to this offer below with your signature. 
  

	☒	 I accept the offer as detailed 



 

	☐	 I decline the offer 



 

					
	 /s/ Wendy Radtke
	 		 	 9-23-2020

	Wendy Radtke	 		 	Date


  
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