By
and between the undersigned:
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Refreshment
Services, S.A.S.,
a corporation organized in France, with its corporate seat at 27
rue
Camille Desmoulins, 92784 Issy les Moulineaux Cedex 9, n° SIRET
483 091 211 00019 (herein referred to as “the Company”), represented
by Gary Fayard, President,
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party
of the first part
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AND:
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Mrs.
Dominique Reiniche,
born on [XXXXXXX] in Lyon, France, French citizen, registered with
the
French social security institutions under the n° [XXXXXX] (hereinafter
referred to as “Mrs. Reiniche”),
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party
of the second part
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It
has been agreed as follows:
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1.1
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Mrs.
Reiniche has been hired as President, European Union Group territory,
with
executive status. She shall report to the President of the Company.
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1.2
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Mrs.
Reiniche’s duties shall include, but not be limited to:
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Leadership
and supervision of the Coca-Cola group’s business in the European Union
Group territory.
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Oversight
of the operating divisions within the European Union Group
territory.
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Leadership
and supervision of the marketing and advertising of products sold
within
the European Union Group territory.
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Coordination
and oversight of financial affairs and reporting of the Coca-Cola
entities
operating within the European Union.
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Leadership
and supervision of the Company's relationships with customers in
the
European Union.
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Strategic
planning, local research and development and innovation, and public
affairs and communication in the European Union Group
territory.
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Advising
The Coca-Cola Company with respect to bottlers’ agreements, supply chain,
manufacturing, trade marketing and customer
partnerships.
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Representing
the Company and its affiliates on various boards and
associations.
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1.3
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For
any issue not expressly resolved by this contract, Mrs. Reiniche
shall
benefit from the application of the legal, regulatory and contractual
provisions governing the Company. For information, the National Collective
Bargaining Agreement of Activities of the Production of Bottled Waters
and
Soft Drinks (hereinafter referred to as the National Collective Bargaining
Agreement) is applicable within the Company.
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2.1
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This
contract is entered into for an indefinite term, from May 1, 2005.
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2.2
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The
contract shall be final and without any conditional employment period
(or
probationary period).
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2.3
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The
length of service acquired by Mrs. Reiniche from 1 April, 1992 shall
be
considered in determining benefits provided under this contract,
except
for with respect to the complementary retirement scheme described
in
Article 11.
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4.1
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Mrs.
Reiniche shall be primarily based at 27, rue Camille Desmoulins,
92784
Issy les Moulineaux Cedex 9, France.
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4.2
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In
order to carry out her functions and perform her duties, Mrs. Reiniche
will be traveling regularly in the European Union territory and to
the
United States of America. In addition, Mrs. Reiniche may occasionally
be
required to travel to other international locations.
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5.1
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In
exchange for her work, Mrs. Reiniche shall receive gross annual
remuneration of 500,000 euros, paid in twelve installments of 41,666.67
euros each. The salary will be reviewed on an annual
basis.
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5.2
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In
connection with the appointment of Mrs. Reiniche, the Company shall
pay a
single sign-on bonus of $100,000 [€77,560]. The Company may require full
repayment of such bonus if Mrs. Reiniche leaves the Company of her
own
accord during the first two years after her appointment.
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5.3
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Mrs.
Reiniche shall additionally receive an annual executive lump-sum
payment
of €5,000 in compensation for the non-application of the provisions
governing work time.
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5.4
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Mrs.
Reiniche shall have a Company vehicle and driver, in accordance with
the
Company’s policy.
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5.5
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For
information, the position of President, European Union Group is also
eligible to participate in:
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Ø
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An
annual incentive (Executive Performance Incentive Plan and the Executive
Incentive Plan, or its successor plans that provide for an annual
performance-based incentive). Such incentive shall be solely within
the
discretion of The Compensation Committee of the Board of Directors
of The
Coca-Cola Company and may vary based on the group’s and individual
performance.
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Long-term
equity programs applicable for executives at the level of President,
European Union Group, including The Coca-Cola Company Stock Option
Plan
and the Addendum applying to options in France and may also include
Restricted Stock and/or Performance Share Unit Grants under The Coca-Cola
Company Restricted Stock Plan. Such equity grants are discretionary
and
are governed solely by the terms of the agreements applying to those
grants.
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Ø
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Other
perquisites determined by applicable policies for an executive at
the
level of President, European Union Group.
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Such
plans may be amended from time to time.
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5.6
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This
remuneration constitutes as a whole a lump-sum agreement, regardless
of
how much time she devotes to her duties, as well as all of the additional
activity she may come to perform.
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6.1
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Each
of the parties is entitled to terminate this contract under the conditions
set forth in the law, subject to providing, except for a serious or
gross misconduct, an advance notice period set at six (6) months
in the
case of resignation or termination of employment.
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6.2
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In
the event that the Company decides to terminate the contract of
employment, except for serious or gross misconduct, Mrs. Reiniche
shall be
paid an indemnity to compensate for the specific prejudice resulting
from
the termination of this employment contract. The total gross amount
will
be equal to twenty-four (24) months (not including the notice period)
of
all gross base salary and annual incentive, calculated as an average
over
the last 12 months prior to the notification of termination. It is
expressly agreed that this indemnity will not include the dismissal
indemnity ("légale ou conventionnelle") due for termination of the
employment contract of Mrs. Reiniche pursuant to the provisions of
the
National Collective Bargaining Agreement referenced in Article 1
subsection 3.
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relating
to the activities of our Company or that of the other companies in
the
Coca-Cola group and, in particular, without being limitative, any
information relating to the marketing, advertising and/or promotional
activity of these companies,
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relating
to the activities of the customers, suppliers and partners of our
Company
and/or those of the other companies in the Coca-Cola group and, in
particular, without being limitative, any information relating to
the
marketing or industrial relations they maintain with the companies
of the
Coca-Cola group and/or relating to the contents of the negotiations
and
agreements by virtue whereof they cooperate with the companies of
the
Coca-Cola group,
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relating
to the professional and private lives of the executives and members
of the
personnel of our Company and of the other companies in the Coca-Cola
group
and, in particular, their personal or professional particulars, their
status in the Company, their remuneration, their family status, their
state of health, their nationality of origin, their personal choices,
in
particular, in matters of politics and religion,
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and
more generally any information that has been entrusted to her on
a
confidential basis, about which Mrs. Reiniche has been informed of
its
confidential nature or about which the confidential nature has been
defined by appropriate informational marking.
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not
to begin working for a Competing Company. "Competing Company” means 1) a
company whose primary business is the manufacture, sale, distribution
or
marketing of carbonated soft drinks, coffee, tea, milk, water, juices
or
fruit-based beverages (“Non-alcoholic Beverages”), and 2) a company whose
business includes the manufacture, sale, distribution or marketing
of
Non-alcoholic Beverages, but for whom such business(es) may not be
the
company’s primary business (“Non-Beverage Companies”). Notwithstanding the
foregoing, Mrs. Reiniche may perform services for Non-Beverage Companies
(other than PepsiCo, Nestle, Cadbury Schweppes plc, and their respective
subsidiaries and affiliates) that have a Competing Business Segment,
provided she does not perform services directly for such Competing
Business Segment, and provided she notifies the President of the
Company
of the nature of such service in writing within a reasonable time
prior to
beginning of such services. For purposes hereof, “Competing Business
Segment” means any subsidiary, division or unit of the business of a
company, where such subsidiary, division or unit manufactures, sells,
distributes or markets Non-alcoholic Beverages. “Competing company” also
includes any company directly engaging in and directly in competition
with
any other primary activity of the Company;
and
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not
to be involved directly or indirectly with any manufacturing, any
trade,
any distribution or marketing of non-alcoholic beverages or other
activity
that may directly compete with the Company and the
Group's manufacturing, trade, distribution or
marketing activities.
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REFRESHMENT
SERVICES, S.A.S.
By:
/s
Gary P. Fayard
Gary
P. Fayard, President
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Date:
Sept.ember 7, 2006
DOMINIQUE
REINICHE
/s/
Dominique Reiniche
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Date
Sept. 7, 2006
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