Employment Agreement (Senior management)
This employment agreement is between AJOL Co., Ltd.("AJOL")
and Tatsugo Kanazawa ("Kanazawa"):
AJOL
Name: AJOL, Inc.
By: Yoshihiro Aota, Representative Director
Address: 52-2 Jingu-mae, Shibuya-ku, Tokyo (SEAL OF COMPANY)
Kanazawa
Name: Tatsugo Kanazawa (SIGNATURE AND PERSONAL SEAL)
Address: 1-30-4-203 Higashi Shinagawa, Shinagawa-ku, Tokyo
I Purpose
1.1 Kanazawa has been engaged to provide services
described in Section 2 below and AJOL will compensate
Kanazawa for such services.
I Services to be provided
I Kanazawa will carry out the responsibilities assigned
to him by AJOL in the areas of sales, operations,
administration, finance, manufacturing, logistics and
distribution, recruiting, R&D and others.
2 Place of employment
Standard place of employment be in Tokyo and adjacent Kanto
prefectures.
3 Working hours
4.1 Standard hours will be from 8:00 a.m. to 5:00 p.m.
4.2 Late shift hours will be from 10:00 p.m. from 1:00 p.m.
4.3 Holiday shifts will be from 9:00 a.m. to 5:00 p.m.
4.4 Recess for standard working hours will be from 12:00 p.m.
to 1:00 p.m. and from 3:00 p.m. to 3:20 p.m. If working
beyond 8:00 p.m. on a standard hours shift day, there will
another recess from 6:00 p.m. Recess during late shift from
3:00 p.m. to 3:20 p.m., and from 6:00 p.m. to 7:00 p.m.
4.5 However, the working and recess hours may be changed,
depending on the needs required by the business of the
Company.
I Standard days off
Standard days off will be Saturdays, Sundays, national
holidays and other days determined by AJOL.
2However, Kanazawa may be required to work on standard days off and
given a compensating days off depending on the needs required by the
business of the Company.
3Except in an emergency, Kanazawa will be given at least one-month
notice when he is required to work on standard days off.
4When working on a standard days off is required, the compensating days
off will also be notified.
2 Adherence to working hours
I Adherence to working hours will be self-imposed.
Absences greater than half a day or working on a day
off shall be reported on a prescribed form to AJOL.
Coming into the office after 1:00 pm or departing
before 12:00 p.m. shall be considered to be an
absence greater than half a day.
3 Annual Paid vacation
lAnnual paid vacations will become vested three months after
commencement of employment, providing an attendance greater
than 80% is achieved, Paid vacations may be taken from the
first day of the month following vesting at the rate of 10
days per year and 1 additional day per year for each
additional year worked (2 additional days per year after
employment of 3 years and 3 months), up to a maximum of 20
days per year.
EXHIBIT 10.4
2Approval of the president is required at least one day
before commencement of the vacation in writing. If the
president has left the office, notice shall be submitted to
the president by a facsimile to the president's residence and
when a facsimile cannot be used, notice is submitted by
leaving a message on the president's cellular phone. 3When
there is no notification by the preceding clause, it is
considered to be an unauthorized absence and cannot be
changed to annual paid holidays. 40nce a notice for working
on a standard day off is made, as specified in section 5.3
above, a paid vacation cannot be taken in the week
immediately following such a date. However, if Kanazawa must
take days off for unavoidable reasons, such day off may be
converted to compensating days off.
4 Employment Class, grade, and salary
1. The Employment class and the grade are M class 36 grade.
4.1. lf 25 hours of overtime and 5 hours of night shift is
demanded, your compensation will be calculated as follows:
Wages on job evaluation 353,980 yen (The unit price for
every six hours of working on a standard days off is
16,258 yen)
+ Overtime allowance 68,310 yen
+ Night-shift allowance 2,710 yen
= Monthly salary 425.000 yen
1.1. For overtime and night shift allowances to be paid, such
time must be pre- approved.
2. Payment of monthly compensation is for the period from the
16th of the previous month to 15th of the current month and
is payable on the 25th of the current month.
I Commuting allowance will be made according to company
regulations.
3. Absences greater than half day will be deducted at the
rate of annual compensation divided by (365-120) per day.
4 Allowance for working on a standard day off
1) To receive allowance for working on a standard
day off, such time must be pre-approved.
However, even if it is pre-approved, the
allowance will not be paid if a compensating day
off is taken.
2) When work is performed in the office on a
standard day off, seven hours will be deemed to
be worked for purposes of calculating the
allowance to be paid.
3) When work is performed at a distributors'
training session on a standard day off, six
hours will be deemed to be worked for purposes
of calculating the allowance to be paid.
4) When attending an Acube event or representing
the company on a standard day off such as
distributor sponsored functions or funerals, six
hours will be deemed to be worked for purposes
of calculating the allowance to be paid.
However, the allowance will not be paid if your
responsibilities for attending such event is not
dire.
5) When covering or attending a meeting on a
standard day off, four hours will be deemed to
be worked for purposes of calculating the
allowance to be paid.
6) Allowance for working on a standard day off will
not be paid for attendance at training sessions,
overseas business trips, in-house events,
weddings of employees or business associates.
7) Allowance for working on a standard day off for
the departure and return dates of a business
trip will not be paid if it is for travel only.
8) TOCOME
l business trip allowances will be paid according to
company regulations.
1) Kanazawa will be required to submit a business
trip application by the day
before a business trip except in an emergency
situation.
2) The per them allowance for accommodations is
12,000 yen per day, including tax.
EXHIBIT 10.4
3) The per them allowance for other expenses will
be 5,000 yen per day, except in cases where you
will be an instructor for distributor training:
Kantolst region 3 Outside of Kantolst
prefectures region 3 prefectures
----------- --------------------
Instructor 2,500 yen 7,500 yen
Assistant instructor 2,000 yen 7,000 yen
Instructor trainee 1,500 yen 6,500 yen
Rookie instructor 1,000 yen 6,000 yen
Instructor assistant 5,000 yen
1) Actual expenses for accommodations exceeding
per them will be paid when accompanying the
president or customer.
2) Actual expenses for accommodations exceeding
per them will be paid in unavoidable
circumstances.
3) Acube events outside of the Kanto 1st region 3
prefectures in which Kanazawa carries great
responsibility for the event will be treated as
a regular business trip and the normal per them
will be provided.,
4) When attending training sessions, internal
events, "by invitation" events sponsored by
business associates, weddings of employee or
business associates, only transportation and
accommodations per them will be provided. The
per them allowance for other expenses will not
be provided.
5) The daily per them allowance for other expenses
will not be paid on the departure and return
dates if it is for the convenience of travel.
6) The daily per them allowance for other expenses
will be paid if the departure or return date
falls on a day off.
I Bonus will be provided based on monthly
compensation. However, the timing of bonus payments
or suspensions of bonuses may be possible due to
unavoidable circumstances.
1) In each half of the year, one to three months'
monthly compensation may be paid, in general,
according to company results and evaluations.
2) In each year, the periods of measurement of
company results and evaluations will be from
October to-March and April through September.
As a general rule, payments will be made in
July and December.
3) To receive the bonus, Kanazawa must be employed
by AJOL at the payment date.
When the period of employment does not correspond with the
periods of measurement of company results, tenure of
employment will be rounded down to the complete months of
tenure and an adjusted amount will be paid. 9. Sincerity and
integrity
9.1 Kanazawa will carry out the duties and
responsibilities set forth by AJOL with sincerity and
integrity.
1. Approval of Kanazawa
10.1 Kanazawa approves and consents to this agreement.
1 Compensation for damages
1 If AJOL suffer damages as a result of Kanazawa Is
intentional acts or gross negligence, Kanazawa will
provide compensation for such damages. This
provision will be in effect even after the
termination of the remainder of the agreement.
12. Duration of agreement
EXHIBIT 10.4
1. Duration of this agreement is from April 1, 2002 to
March 31, 2003.
2. AJOL will notify Kanazawa at least 30 days before the
expiration of this agreement to renew or not to renew
this agreement at the termination of this agreement.
2 Termination of agreement
13.1 AJOL may be released from this agreement for
violation of this agreement by Kanazawa or for other
cause. 13.2 AJOL may be released from this agreement with
30 days notice for unavoidable circumstances.
13.3 Kanazawa may be released from this agreement with 14
days notice.
EXHIBIT 10.4