Exhibit 10.4
(1)
BEST BUY EUROPE DISTRIBUTIONS LIMITED
(2)
JONATHAN SCOTT WHEWAY
SERVICE AGREEMENT
CONTENTS
Clause
Page
1.
job title
2.
Commencement
3.
Term of Agreement and Notice
4.
Duties
5.
Directorship
6.
Place of Work
7.
Pay
8.
Benefits and Expenses
9.
HOURS
10.
HOLIDAYS
11.
SICK PAY
12.
CONFIDENTIAL INFORMATION
13.
COPYRIGHT/MORAL RIGHTS
14.
RESTRICTIONS
15.
TERMINATION
16.
GARDEN LEAVE
17.
RETURN OF PAPERS ETC.
18.
DISCIPLINARY AND GRIEVANCE PROCEDURES
19.
ENTIRE AGREEMENT
20.
DATA PROTECTION
21.
TELECOMMUNICATIONS
22.
VARIATION
23.
MISCELLANEOUS
SCHEDULE 1
Definitions
THIS AGREEMENT is made on
day
of
2009
BETWEEN:
(1)
BEST BUY UK DISTRIBUTIONS LIMITED
(Registered No
6724915) whose registered office is at 1 Portal Way, London W3
6RS ("the Company")
(2)
JONATHAN SCOTT WHEWAY of Langham House, 11
Church Street, Langham, Rutland, LE15 7JE ("You")
1.
JOB TITLE
1.1
YOU WILL BE EMPLOYED BY THE COMPANY AS CHIEF
EXECUTIVE OFFICER - BEST BUY EUROPE OR IN SUCH OTHER CAPACITY AS MAY BE AGREED
FROM TIME TO TIME.
2.
COMMENCEMENT
2.1
YOUR EMPLOYMENT WITH THE COMPANY BEGAN ON
1ST AUGUST 2009.
YOUR EMPLOYMENT WITH BEST BUY DISTRIBUTIONS LIMITED WHICH
BEGAN ON 11TH MAY 2009 WILL COUNT TOWARDS YOUR PERIOD OF CONTINUOUS EMPLOYMENT.
2.2
YOUR EMPLOYMENT SHALL TERMINATE AUTOMATICALLY
ON THE DATE THAT YOU REACH 65 OR SUCH AGE AS MAY FROM TIME TO TIME BE DETERMINED
BY THE COMPANY AS THE RETIREMENT AGE.
2.3
YOU WARRANT THAT YOU ARE ENTITLED TO WORK IN
THE UNITED KINGDOM WITHOUT ANY ADDITIONAL APPROVALS AND WILL NOTIFY THE COMPANY
IMMEDIATELY IF YOU CEASE TO BE SO ENTITLED DURING YOUR EMPLOYMENT.
2.4
YOU CONSENT TO THE TRANSFER OF YOUR
EMPLOYMENT UNDER THIS AGREEMENT TO ANY COMPANY IN THE GROUP AT ANY TIME DURING
YOUR EMPLOYMENT.
3.
TERM OF AGREEMENT AND NOTICE
3.1
SUBJECT TO THE PROVISIONS RELATING TO SUMMARY
TERMINATION OF EMPLOYMENT SET OUT IN CLAUSE 14, THIS AGREEMENT WILL CONTINUE
UNLESS TERMINATED BY EITHER PARTY ON SIX MONTHS' WRITTEN NOTICE ON EITHER SIDE.
3.2
THE COMPANY MAY AT ANY TIME IN ITS ABSOLUTE
DISCRETION TERMINATE THIS AGREEMENT FORTHWITH BY PAYING YOU, IN LIEU OF THE
NOTICE PERIOD REFERRED TO IN CLAUSE 3.1, YOUR BASIC SALARY ONLY FOR SUCH PERIOD
OR PART PERIOD AND EXCLUDING ANY BONUS, CAR ALLOWANCE (IF APPLICABLE) OR
BENEFITS IN KIND.
SUCH PAYMENT SHALL BE SUBJECT TO SUCH DEDUCTIONS FOR TAX AND
NATIONAL INSURANCE AS ARE REQUIRED BY LAW.
3.3
WHERE THE COMPANY DECIDES TO EXERCISE ITS
POWER UNDER CLAUSE 3.2 ABOVE TO MAKE ANY SUCH PAYMENT(S) TO YOU, YOU UNDERTAKE
TO TAKE ALL REASONABLE AND NECESSARY STEPS TO FIND ALTERNATIVE EMPLOYMENT TO
COMMENCE WITHIN A PERIOD EQUIVALENT TO THE NOTICE PERIOD SET OUT IN CLAUSE 3.1
ABOVE (OR WHERE NOTICE HAS BEEN SERVED, THE UNEXPIRED PERIOD OF NOTICE REFERRED
TO IN CLAUSE 3.1 ABOVE) COMMENCING ON THE TERMINATION DATE.
IF YOU UNDERTAKE
SUCH EMPLOYMENT, THE COMPANY MAY REDUCE THE AMOUNT OR AMOUNTS OF ANY SUCH
PAYMENT(S) BY SUCH AN AMOUNT, AS IS YOUR ACTUAL MITIGATION.
3.4
EXCEPT AS DISCLOSED IN