Exhibit 10.3
TMP WORLDWIDE INC.
622 THIRD AVENUE
NEW YORK, NY 10017
September 24, 2002
Mr. John Mclaughlin
Dear John:
This will confirm our understanding and agreement with respect to your taking
the position of Global Director, Search and Selection, of TMP Worldwide Inc.
(the "Company").
You and the Company hereby agree as follows:
1.
THE COMPANY AGREES TO EMPLOY YOU AND
YOU AGREE TO BE EMPLOYED BY THE COMPANY AS GLOBAL DIRECTOR, SEARCH AND
SELECTION, WITH SUCH DUTIES AND RESPONSIBILITIES WITH RESPECT TO THE COMPANY AND
ITS AFFILIATES AS THE COMPANY'S CHIEF EXECUTIVE OFFICER ("CEO") OR SUCH OTHER
PERSON FROM TIME TO TIME DESIGNATED BY THE CEO TO DEAL WITH MATTERS RELATED TO
THIS AGREEMENT (THE "DESIGNEE") SHALL REASONABLY DIRECT.
YOU AGREE TO DEVOTE
YOUR BEST EFFORTS, ENERGIES, ABILITIES AND FULL BUSINESS TIME, SKILL AND
ATTENTION TO YOUR DUTIES.
YOU AGREE TO PERFORM THE DUTIES AND RESPONSIBILITIES
ASSIGNED TO YOU TO THE BEST OF YOUR ABILITY, IN A DILIGENT, TRUSTWORTHY,
BUSINESSLIKE AND EFFICIENT MANNER FOR THE PURPOSE OF ADVANCING THE BUSINESS OF
THE COMPANY AND TO ADHERE TO ANY AND ALL OF THE EMPLOYMENT POLICIES OF THE
COMPANY.
YOU ACKNOWLEDGE THAT YOUR DUTIES WILL REQUIRE YOU TO BE BASED IN THE
COMPANY'S CORPORATE HEADQUARTERS IN NEW YORK.
YOUR ROLE IN THIS NEW POSITION
WILL COMMENCE ON A DATE WITHIN THE NEXT TWO MONTHS SELECTED BY THE COMPANY.
2.
IN CONSIDERATION FOR YOUR SERVICES AND
OTHER AGREEMENTS HEREUNDER, DURING YOUR EMPLOYMENT THE COMPANY SHALL (A) PAY YOU
A BASE SALARY OF $500,000 PER YEAR (PRORATED FOR PERIODS OF LESS THAN ONE YEAR)
IN REGULAR INSTALLMENTS IN ACCORDANCE WITH THE COMPANY'S PAYROLL PRACTICE FOR
SALARIED EMPLOYEES, (B) PROVIDE YOU WITH MEDICAL, DENTAL AND DISABILITY
COVERAGE, IF ANY, AND 401(K) PLAN, LIFE INSURANCE AND OTHER BENEFIT PLAN
ELIGIBILITY, IF ANY, COMPARABLE TO THAT REGULARLY PROVIDED TO OTHER SENIOR
MANAGEMENT IN ACCORDANCE WITH THE COMPANY'S POLICIES, (C) PROVIDE YOU WITH 4
WEEKS VACATION PER YEAR IN ACCORDANCE WITH THE COMPANY'S POLICIES (PRORATED FOR
PERIODS OF LESS THAN ONE YEAR), (D) PROVIDE YOU WITH ANNUAL BONUSES OF UP TO
100% OF YOUR BASE SALARY FROM TIME TO TIME ON THE BASIS OF SATISFACTION OF SUCH
EPS AND/OR OTHER TARGETS AS ARE DETERMINED BY THE CEO OR THE DESIGNEE WITH
RESPECT TO EACH CALENDAR YEAR, (E) PROVIDE YOU WITH REIMBURSEMENT OF BUSINESS
EXPENSES IN ACCORDANCE WITH THE COMPANY'S POLICIES SUBJECT TO THE PRESENTATION
OF APPROPRIATE RECEIPTS AND INVOICES THEREFORE, AND (F) PROVIDE YOU WITH
REIMBURSEMENT OF ALL REASONABLE MOVING AND RELOCATION EXPENSES INCURRED IN
CONNECTION WITH (X) THE RELOCATION OF YOU AND YOUR FAMILY FROM NEW ZEALAND TO
NEW YORK AND (Y) THE RELOCATION OF YOU AND YOUR FAMILY BACK TO NEW ZEALAND FROM
NEW YORK, PROVIDED IN THE CASE OF (Y) YOU
RELOCATE BACK TO NEW ZEALAND WITHIN 6 MONTHS OF THE TERMINATION OF THIS
AGREEMENT.
YOUR BASE SALARY WILL BE REVIEWED ON AN ANNUAL BASIS, IT BEING
UNDERSTOOD THAT ANY INCREASES IN COMPENSATION SHALL BE SUBJECT TO THE SOLE
DISCRETION OF THE