Exhibit 10.q to MTS Systems Corporation Form 10-K dated October 2, 2004





Exhibit 10.q  



Employment Contract 



The following contract is settled: 



Between 



MTS Sensor Technologie GmbH & Co. KG

5880 Lüdenscheid, Auf dem Schüffel 9 



Hereinafter referred to as “Company”

And represented by Werner Ongyert 



And 



Joachim Hellwig 



Hereinafter referred to as
“Managing Director” 











2 






Article 1:   Scope of Duties 



	1.  	  	Joachim Hellwig is appointed the Company’s Managing Director
effective January 1, 1991. He is responsible for the management of the technical division. 






	2.  	  	The Managing Director represents the Company jointly with another
managing director or authorized representative in and out of court. The rights and obligations of the Managing Director are
determined by requirements contained in this contract, the shareholders’ contract, the latest applicable by-laws and
additional legal provisions. 






	3.  	  	The Managing Director shall execute resolutions and general or
special instructions decided upon by the shareholders’ meeting. 






	4.  	  	The Company is entitled to appoint additional managing directors
at any time, to assign the business responsibilities among several managing directors, as well as to change these at any time.







[Initials] 





















3 






Article 2:   Scope of Management Authority 



	  	The Managing Director shall hold his office with the diligent care
of a prudent businessman. All negotiations that lie outside of usual business operations require the prior approval of the
shareholders’ meeting. They include in particular but not restricted to only these: 






	  	a) 	  	Change of domicile and sale of the Company in whole or in part.







	  	b) 	  	Creating and closing branch offices. 






	  	c) 	  	Founding, acquiring, and selling other companies or stakes in
them. 






	  	d) 	  	Absorption and closing of a business branch. 






	  	e) 	  	Acquiring, selling, and encumbering properties and
property-related rights as well as the associated obligatory contracts. 






	  	f) 	  	Investment and operational maintenance measures that exceed an
amount of DM 50,000 each, as well as the leasing of objects whose value exceeds DM 50,000 per item. 






     [Initials]


















4 






	  	g)  	  	Negotiating lease or rent contract for a duration exceeding one
year or with a monthly obligation of more than DM 5,000. 






	  	h)  	  	Hiring, promoting, and dismissing managers. Incurring retirement
pay obligations as well as employee sharing in the Company’s profits, sales or assets. 






	  	i)  	  	Mass layoffs or hiring, i.e. changes in the number of employees by
more than 10 percent within one month. 






	  	j)  	  	Taking over security collateral and incurring bills payable, as
well as drawing credit of more than DM 30,000 per incident. Usual customer and supplier credit is exempt. 






	  	k)  	  	Granting of securities of any type (e.g. pledges, assignments as
security) and the authorization of credit outside of usual business transactions as well as assuming third-party liabilities.
Exempted from these are loans to Company employees that do not exceed DM 5,000 per incident or a total amount of DM 25,000.







[Initials] 



















5 






	  	l) 	  	Negotiating, changing, and terminating licensing and cooperation
agreements. 






	  	m) 	  	Initiating legal action. 






	  	n) 	  	Negotiating, canceling, or changing contracts with relatives or
in-laws of a partner or managing director. 






	  	o) 	  	Granting or withdrawing general commercial power of attorney or
limited commercial authority. 







[Initials]  



















6 






Article 3:   Compensation 



	  	As compensation for his duties, the Managing Director shall
receive a fixed annual salary in the amount of

        DM 130,000.00 gross

(in words: one hundred and thirty thousand German marks.) 






	  	The salary shall be paid in twelve equal monthly installments each
at the end of a calendar month, after legally stipulated taxes have been deducted. 






	  	In the event of a shorter period of employment, compensation shall
be prorated. With its payment, all activities of the Managing Director, including those above and beyond usual work or office
hours shall be considered compensated. 






	2. 	  	The basic salary shall be reviewed annually. The Company’s
economic growth and the Managing Director’s personal performance shall be appropriately taken into account. 






	3. 	  	In addition, the Managing Director can share in the Company’s
success by means of a Management Variable Compensation Plan, which is enclosed for FY 1990/1991 and that can be modified for every
fiscal year. 






[Initials]  





















7 






Article 4:   Additional Compensation 



	1.  	  	To reimburse costs resulting from business trips, the
Company’s guidelines, which are an integral component of this contract in this respect, shall apply. 






	2.  	  	The Company shall provide the Managing Director with a company
car. The company car may also be utilized for personal use. The Company shall pay for operating and maintenance costs. Operating
costs associated with an unusual degree of personal use, taxation of cash-value benefit, and gasoline costs for personal use shall
be assumed by the Managing Director. Upon termination of the employment contract, as well as for early release, the Managing
Director shall promptly return the company car to the Company’s domicile. A right to retention regardless of the reason is
excluded. It is agreed that the Managing Director shall use the provided vehicle until it must be replaced. The next vehicle shall
be selected within the scope of MTS guidelines. 






	3.  	  	The Managing Director shall have a complete medical check-up done
every two years that takes into account in particular his ability and suitability to handle the loads associated with his
professional work. He shall send the spokesman of the shareholders’ meeting a written letter regarding the medical
examination’s findings. 






[Initials] 



















8 







Article 5:   Vacations 



	1. 	  	The Managing Director is entitled to a paid annual vacation of 30
workdays. The vacation shall be taken in such a way that the Company’s needs are not adversely impacted. 






Article 6:   Secondary Occupations 



	  	The Managing Director shall dedicate all his energy to the service
of the Company. Taking on or continuing with secondary occupations requires the prior approval of the shareholders’ meeting.
This also applies to major shareholding in other companies as well as involvement in supervisory boards of other companies. This
provision also applies to work in associations and professional bodies. Prior approval shall be obtained from the Company for any
published material, presentations, and reports. 






Article 7:   Employee Inventions 



	  	The Managing Director’s job-related inventions shall be
handled according to the provisions of the law regarding employee inventions dated July 25, 1957 as well as the referenced
“Guidelines for the Compensation of Employee Inventions in the Private Sector” dated July 20, 1959. 






[Initials] 



















9 







Article 8:   Confidentiality 



	1.  	  	The Managing Director shall maintain confidentiality in regard to
all business and operational matters he has taken cognizance of within the scope of his work, especially business and operational
secrets. This mandatory confidentiality shall also extend beyond the termination date of the employment relationship. 






	2.  	  	Business and operational documents that the Managing Director
holds within the scope of his employment relationship shall be maintained in a secure manner and provided to the Company upon
request no later than the termination date of the employment contract. Preparing or retaining copies is not permitted. The same
applies for all objects belonging to the Company directly or indirectly. In this respect, reimbursement for any rights to
retention is excluded. 






Article 9:   Prohibition to Compete 



For a period of two years after termination of this contract, the Managing
Director shall not work in any way for a company that is active in the Company’s area of operation, as well as not make any
deals on his own behalf or that of third parties in this area of operation, and not acquire any direct or indirect stake in a
company that is active in the Company’s area of operation. 



[Initials] 



















10 







Article 10:   Contract Duration and Termination 



	1.  	  	The contract becomes effective on January 1, 1991 for an
indefinite period. 






	2.  	  	Each party may terminate this contract with a 6-month notice
period. 






	3.  	  	The dismissal of the Managing Director by the shareholders’
meeting resolution is possible at any time regardless of claims for remuneration. Dismissal is considered termination of the
employment contract at the next permissible point in time. 






	4.  	  	The termination notice must be writing to be effective.







	5.  	  	The Company is entitled at any time to place the Managing Director
on paid vacation while continuing to pay his salary for the period between his notification date and the termination effective
date. 






	6.  	  	Without requiring any termination notice, this contract shall end
in the year of the Managing Director’s 65th birthday. 






	7.  	  	The right to termination without notice for good cause hereby
remains unaffected. The Company reserves the right to limit or change the Managing Director’s scope of duties without
presenting good cause. 






[Initials]  



















11 







	  	Should the Managing Director not be able to work for more than six
months due to illness or other reasons and an immediate return to work is not foreseen, the Company may terminate this contract
effective immediately. 






Article 11:   Final Provisions 



	1.  	  	Agreements made outside of this contract were not made. Changes
and additions to this contract must be in writing to be effective.
This also applies to changing this format requirement.







	2.  	  	If any individual provisions of this contract are or become
unenforceable, this shall not affect the validity of the remaining provisions. Instead of the unenforceable provision or to cover
any loopholes in the contract, a suitable provision shall be agreed upon that best approximates what the parties had originally
intended according to their economic purposes. 





		
	[Handwritten: Berlin, February 22, 1991]	 	 	[Handwritten: [illegible], March 15, 1991]	 	 
	
[signature]	 	 	[signature]