gift of any nature
arising from or relating to Employee's employment, without the Company's prior
written consent or as permitted under any written Company policy.
2.
EFFECTIVE DATE
The effective date of this Amended Agreement is January 1, 2005 (the "Effective
Date"). The Employee's employment commenced on 1st October 2003.
3.
COMPENSATION
As compensation for the agreements made by the Employee herein and the
performance by the Employee of his obligations hereunder, following the
Effective Date, during the employment period the Company shall pay the Employee
a base salary of U.S.$315,000 gross per annum (the "Base Salary"), payable in
accordance with the Company's payroll policies and procedures then in effect.
The Base Salary is inclusive of the "holiday pay" provided for under Dutch law.
Compensation for overtime work is included as part of the Employee's Base Salary
and will not be separately compensated.
The Base Salary may be increased in the
future in the Company's absolute discretion. Any such increased Base Salary
shall then become the Base Salary for all purposes hereunder. Payment of the
Base Salary shall he made in US$.
Translations to Euro for all purposes
hereunder (including, without limitation, for payroll, withholding and related
purposes) shall be made using the average US$-Euro exchange rate for the three
calendar months prior to the effective date of the 2003 Agreement.
4.
ANNUAL BONUS
(A)
AS COMPENSATION FOR THE AGREEMENTS MADE BY THE EMPLOYEE HEREIN AND THE
PERFORMANCE BY THE EMPLOYEE HEREUNDER (INCLUDING, WITHOUT LIMITATION, THE
PERFORMANCE OF ANNUAL BONUS OBJECTIVES ESTABLISHED BY THE COMPANY), THE EMPLOYEE
MAY BE ENTITLED TO AN ANNUAL CASH BONUS PURSUANT TO THE TERMS AND UNDER THE
CONDITIONS SET FORTH IN THE NEW SKIES ANNUAL BONUS PLAN, AS SUCH BONUS PLAN MAY
BE AMENDED FROM TIME TO TIME. WITH RESPECT TO EACH SUCH YEAR FOLLOWING THE
EFFECTIVE DATE, THE TARGET CASH BONUS SHALL BE 50% OF THE EMPLOYEE'S BASE SALARY
FOR THAT YEAR, SUBJECT TO THE ATTAINMENT OF CERTAIN TARGETS ESTABLISHED BY THE
COMPANY IN GOOD FAITH FOR THAT YEAR (THE "ANNUAL BONUS"). IT IS AGREED THAT THE
TARGET 50% BONUS LEVEL IS A TARGET AND NOT A MINIMUM BONUS AMOUNT. EXCEPT AS
OTHERWISE PROVIDED IN SECTION 6, NO BONUS SHALL BE PAYABLE FOR ANY YEAR IN WHICH
THE EMPLOYEE'S EMPLOYMENT IS TERMINATED PRIOR TO DECEMBER 31.
5.
TAX-FREE ALLOWANCE SUBJECT TO 30% RULING
If and insofar as the Employee has received or may receive a tax-free allowance
for extra-territorial costs under Section 9 of the 1965 Payroll Tax
Implementation Decree (as further described in clause (b) below), the following
shall apply:
2
(A)
THE ORIGINALLY AGREED UPON WAGES FROM CURRENT EMPLOYMENT SHALL BE REDUCED
FOR EMPLOYMENT LAW PURPOSES SO THAT 100/70 OF THE ADJUSTED WAGES FROM CURRENT
EMPLOYMENT IS EQUAL TO THE ORIGINALLY AGREED UPON WAGES FROM CURRENT EMPLOYMENT.
AS USED HEREIN, "WAGES FROM CURRENT EMPLOYMENT" ARE ALL INCOME (IN CASH, CASH
EQUIVALENT, OR BENEFIT IN KIND) THAT IS SUBJECT TO WAGE TAX WITHHOLDING IN THE
NETHERLANDS.
(B)
THE EMPLOYEE SHALL RECEIVE AN