Exhibit 10.82
Andrew Phillipps
21 September 2004
Dear Andrew
TERMS AND CONDITIONS OF EMPLOYMENT
The following Terms and Conditions of Employment apply to your employment with
Active Hotels Limited ("the Company") as at the date of issue.
They are given
to you pursuant to s.1 Employment Rights Act 1996.
1.
Date of Commencement
YOUR EMPLOYMENT UNDER THIS CONTRACT COMMENCED ON 21 SEPTEMBER 2004 AND WILL
CONTINUE UNTIL TERMINATED IN ACCORDANCE WITH PARAGRAPH 15 BELOW.
YOUR PERIOD OF
CONTINUOUS EMPLOYMENT WITH THE COMPANY COMMENCED ON 1 OCTOBER 1999.
2.
Duties
2.1
YOU ARE EMPLOYED AS A CHIEF EXECUTIVE OFFICER IN WHICH CAPACITY
DURING WORKING HOURS YOU SHALL DEVOTE ALL YOUR TIME, ATTENTION AND SKILL TO YOUR
DUTIES OF EMPLOYMENT. YOU SHALL FAITHFULLY AND DILIGENTLY PERFORM SUCH DUTIES
AND EXERCISE SUCH POWERS CONSISTENT WITH THEM AS MAY FROM TIME TO TIME BE
ASSIGNED TO YOU BY THE COMPANY.
2.2
YOU WILL PERFORM ALL ACTS, DUTIES AND OBLIGATIONS AND COMPLY WITH
SUCH ORDERS AS MAY BE DESIGNATED BY THE COMPANY AND WHICH ARE REASONABLY
CONSISTENT WITH YOUR JOB TITLE. THE COMPANY MAY REQUIRE YOU TO UNDERTAKE THE
DUTIES OF ANOTHER POSITION, EITHER IN ADDITION TO OR INSTEAD OF THE ABOVE
DUTIES, IT BEING UNDERSTOOD THAT YOU WILL NOT BE REQUIRED TO PERFORM DUTIES
WHICH ARE NOT REASONABLY WITHIN YOUR CAPABILITIES.
2.3
YOU SHALL OBEY THE REASONABLE AND LAWFUL ORDERS OF THE BOARD,
GIVEN BY OR WITH THE AUTHORITY OF THE BOARD, AND SHALL COMPLY WITH ALL THE
COMPANY'S RULES, REGULATIONS, POLICIES AND PROCEDURES FROM TIME TO TIME IN
FORCE.
2.4
THE COMPANY MAY REQUIRE YOU (AS PART OF YOUR DUTIES OF EMPLOYMENT)
TO PERFORM DUTIES OR SERVICES NOT ONLY FOR THE COMPANY BUT ALSO FOR ANY
ASSOCIATED COMPANY WHERE SUCH DUTIES OR SERVICES ARE OF A SIMILAR STATUS TO OR
CONSISTENT WITH YOUR POSITION WITH THE COMPANY.
THE COMPANY MAY AT ITS SOLE
DISCRETION ASSIGN YOUR EMPLOYMENT TO ANY ASSOCIATED COMPANY ON THE SAME TERMS
AND CONDITIONS AS SET OUT, OR REFERRED TO, IN THIS LETTER.
1
3.
Hours of Work
3.1
NORMAL WORKING HOURS ARE MONDAY TO FRIDAY 9.00AM TO 5.00PM
INCLUDING ONE HOUR FOR LUNCH.
HOWEVER, THE COMPANY RESERVES THE RIGHT TO CHANGE
YOUR START AND FINISH TIMES AND THE DAYS UPON WHICH YOU WORK.
3.2
YOU MAY ALSO BE REQUIRED TO WORK ADDITIONAL HOURS BY WAY OF
OVERTIME EITHER AS AND WHEN REQUESTED TO DO SO BY THE COMPANY OR WHEN THE PROPER
PERFORMANCE OF YOUR WORK SO REQUIRES.
YOU WILL NOT BE ENTITLED TO BE PAID EXTRA
REMUNERATION FOR ANY SUCH ADDITIONAL HOURS WORKED IN EXCESS OF YOUR BASIC WEEKLY
HOURS.
4.
Place of Work
4.1
YOUR PLACE OF WORK IS THE COMPANY'S PREMISES LOCATED AT CAMBRIDGE,
ENGLAND, WITH OCCASIONAL WORK TO BE CARRIED OUT IN LONDON, ENGLAND. HOWEVER YOU
MAY BE REQUIRED TO WORK AT ANY OTHER PREMISES WHICH THE COMPANY CURRENTLY HAS OR
MAY LATER ACQUIRE IN THE UNITED KINGDOM.
4.2
YOU MAY ALSO BE REQUIRED TO UNDERTAKE REASONABLE LEVELS OF TRAVEL
WITHIN THE UK AND