exv10w13



 









EXHIBIT 10.13




Individual Employment Contract for an indefinite term executed on the one part by, TFM, S.A.
DE C.V., represented by Mr. Juan Ezequiel Vergara Kuri, hereinafter called the “Company”, and, on
the other part by Mr. Victor Manuel Huacuja Leyzaola, hereinafter called the “Employee”, in his own
right, the same that is entered into by both parties in accordance with the following
representations and clauses:



REPRESENTATIONS





	I.	 	The Company represents:
	 
	a)	 	That it is a Company dully incorporated as per the laws of Mexico, as is evidenced by Public
Record number 50,413 of November 22, 1996, granted under oath before Lic. Miguel Alessio
Robles, Notary Public number 19 of the Federal District; it has its legal domicile at Avenue
Periferico Sur 4829, 4th Floor, Colonia Parques del Pedregal, Delegation Tlalpan,
C.P. 14010, Mexico, D.F.
	 
	b)	 	That it needs to contract for the services of the Employee in order to
perform the position of MANAGER OF TRAINING, as well as all of the
activities that are inherent and/or connected to his principal labor
obligation;
	 
	II.	 	The Employee represents:
	 
	a)	 	That he is a Mexican national, of 30 years of age, with a domicile at CANTERA 59 2, COL.
SANTA URSULA XITLA, C.P. 14420 TLALPAN, DF, the same at which he will hear and receive all
kinds of notifications; he is also male and married.
	 
	b)	 	He enjoys the legal capacity and personality sufficient for the effects of the present
contract, in addition he has the education, knowledge and experience indispensable and
necessary in order to carry out the activities related to the position described in subpart b)
of part I of this Individual Employment Contract.
	 
	c)	 	That he is in a perfect state of health in order to carry out the services for which he was
hired, stating expressly under an oath to tell the truth that he does not suffer from any
professional or general infirmity, physical or mental, contagious or incurable; in addition he
is not addicted to the consumption of any class of drugs, stimulants, narcotics, or
hallucinogens, nor does he suffer from alcoholism.
	 
	III.	 	Both PARTIES represent:
	 
	 	 	b) [sic]That by their own voluntary consent, they enter into this Individual Employment
Contract in order to formalize the legal employment relationship that both parties intend
to develop; in conformity with the foregoing declarations, and subject to the compliance
with the following:










 



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C L A U S E S




FIRST: “OF THE TERM OF THIS CONTRACT”.-  Both parties agree that this present
Contract is entered into for an undetermined period of time; leaving unaffected the rights of the
Company in the case that the Employee in the judgment of the same lacks the capacity, aptitude,
faculties and the other requirements indicated in the Declarations of this Contract, to carry out
the work that is the object of the present relationship.



SECOND: “OF THE SERVICES PROVIDED”.- The Employee will present to the Company his personal
and professional services in order to develop the position described in the referenced section of
the Declarations, and he will carry out such work under the direction, supervision, control and
coordination of the Company; as well as all of the activities of a nature, as illustration only and
not as a limitation, related to his principal obligations.



THIRD:
“WORK PLACE”.-  The services contracted for under the terms of the present
contract and in accordance with the foregoing declarations and clauses, will be developed and
carried out by the Employee at the domicile of the Company defined in subpart a) of the First
Declaration of this Contract, or in such other place as it may indicate for that effect; and from
this moment on the Employee gives his express consent to be relocated or moved to any other place
where the Company requires the use of his services.



FOURTH: “SALARY”.- For the services presented to the Company, the Employee will receive as
Salary the monthly amount of $32,175.00, an amount to be paid in the national currency [Mexican
pesos] at the domicile of the Company or in the place where the parties mutually designate. In
addition, with respect to the Eleventh Clause of this Contract, the seven days of rest to which the
employee has a right remain at all times covered in amount by the remuneration of Salary that is
stipulated in this Clause.



FIFTH: “DURATION OF THE WORK WEEK”.- The work shift of the Employee will be 48 hours a
week, which will be provided to the Company in accordance with its needs and in conformity with
article 59 of the Federal Work Law. The Employee expressly agrees to present his services in
shifts and schedules that conform to the requirements of the Employer, and that such shifts and
hours may be changed by the same in order to better carry out the work and to obtain productivity
and benefits for both parties.



SIXTH: “EXTRAORDINARY WORK WEEKS AND OVERTIME”.- The Employee expressly agrees to work
overtime when it is required by the Company, under the terms and conditions of articles 66, 67 and
68 of the Federal Work Law. It is equally agreed by both parties that the Employee will not work
extended hours during a week without the written authorization or order issued by the Company to
that effect. As a result, it is expressly recognized by the Employee that his right to pay under
the concept of overtime is subject to the satisfaction of the above-specified requirement.









 



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SEVENTH: “CONFIDENTIALITY “.- With basis in articles 134 and 135 of the Federal
Work Law, it is convened that during the term of this contract, as well as following the
termination or rescission of the same, the Employee is obligated to not divulge, utilize or enjoy
for his own benefit or for the benefit of third parties, the information related with the business,
activities and operations of the Company that are and/or were of his knowledge as a result of the
present employment relationship, nor to provide directly or indirectly, verbal or written
information over the methods, systems and activities of any nature that is related to the Company,
during the discharge of his activities. Neither will he divulge the content of the documents,
studies, programs, proposals, computer programs, etc., and in general any other document that has
been provided or had access to during the performance of his services. Equally, he is obligated to
not take for his personal use or the use of third persons the patents, trademarks and copyrights
that are the property of the Company.



EIGHTH: “MEDICAL EXAMS.”- The Employee is required to submit himself at any time to the
tests and medical exams that the Company determines. If the results of the tests and medical exams
that are undertaken by the Employee show that he has misled the Company with respect to the state
of his health, the Company may terminate the employment relationship without any responsibility on
its part, and the Employee acknowledges at this time his understanding of the contents and meaning
of this clause, and that it is an essential condition of his employment.



NINTH: “GENERAL CONDITIONS.”-Those contracted are expressly obligated to submit themselves
to the general working conditions that the Company provides, as well as to the technical and
administrative regulations that directly form a part of the same for execution, coordination of
work and the rest of the internal policies. The Employee is obligated to observe, respect and to
carry out each and every policy, rule and requirement that the Internal Policies of the Company
establish; a copy of which has been provided to the Employee as an example, and by his signature of
this Contract he expresses his agreement with, and expressly submits himself to, said policies.



TENTH: “TRAINING AND EDUCATION.”- The Employee will be trained by the Company in accordance
with the plans and programs of training and education that are in effect and duly registered before
the Secretary of Labor and Social Security, in accordance with the requirements of the Federal Work
Law.



ELEVENTH:
“OF THE VACATIONS AND DAYS OF REST.”- The parties agree that the Employee will
enjoy a vacation period after the completion of the first year of work, in the terms of the Federal
Work Law and in accordance with the program in effect formulated by the Company, which remains as:
from 1 to 3 years completed, the Employee will have 10 vacation days, for 4 years completed he will
have 12 vacation days, from 5 to 9 years completed he will have 14 vacation days, from 10 to 14
years completed he will have 16 vacation days. Additionally, the Employee will receive a vacation
premium equal to 50% of the salary for the corresponding period of vacation. The remuneration of
the vacation period is included within the amount that is stated in









 



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the Fourth Clause of the present Contract, for it deals with payment of the monthly salary.



In addition, both parties accept and agree that the preferred rest day of the week will be Sunday
of each week of the corresponding calendar month, without prejudice that the Company may modify
said date when the necessities of the work require it, and to that end the Employee gives his
consent to the Company to realize the change before mentioned.



TWELFTH: “SENIORITY.-” The Company recognizes as the date of the Employees entry into the
work force for all legal effects to be January 16, 1998.



THIRTEENTH: The Employee has the right to the payment of a Christmas bonus equal to 30 days when
he has completed one full year of employment, and before that he will receive the proportion of the
payment corresponding to the time worked. The corresponding payment will be made before the
20th day of December of each year.



Both parties agree that anything not foreseen within the present Contract will be covered by the
dispositions of Title Three of the Federal Work Law and that for any interpretation, execution or
enforcement of the same, they expressly submit themselves to the jurisdiction and competence of the
Conciliation and Arbitration Panel of the City of Mexico, D.F.



The parties having read and understood the contents and legal effect of this Contract, they sign it
together in Mexico City, D.F. this 18 day of January, 1999.



	 	 	 
	COMPANY

	 	EMPLOYEE
	 
	 	 
	/s/ Roberto Probert

	 	/s/ Victor Manuel Huacuja Leyzaola
	 
	 	 
	Witness

	 	Witness
	[signatures of witnesses are illegible]