EXHIBIT 10.29
ONEIDA
January 17, 2005
Mr. Paul Masson
7 Netheravon Road, Chiswick
London, W42 NA
United Kingdom
Re: Relocation to Thailand
Dear Paul:
The purpose of this letter is to confirm the agreed upon terms of your (and your
family's) relocation to Thailand for a period of at least two years. As we
discussed the relocation package will include reimbursement from Oneida to cover
basic housing, travel home, insurance and education reimbursement as well as
amounts necessary to cover the initial costs of the relocation. In turn you
would agree to a set of performance expectations/criteria and to reimburse
Oneida for the initial relocation costs in the event you choose not to remain in
Thailand for the two year period.
We are very pleased that you have agreed to do this and hope that it will be a
positive experience both for you and your family.
Subject to a more detailed agreement which Oneida will prepare, the following
are the agreed upon terms:
In the event you relocate to Thailand on or before May 1, 2005, Oneida Ltd. will
promptly pay directly or reimburse you for any of the expenses described below
up to the maximum amount indicated provided you submit detailed documentation of
such expenses (including invoices, receipts, lease agreements, etc.).
Type of Expense Maximum Amount
Reimbursable(USD) or (Baht) as noted
Annual Monthy
- ----------------------------------------------------------------------------------------------------------------
Housing 200,000 Baht per month
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Education/Childcare for children 282,000 Baht per annum
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Trips to UK for Family $24,000 n/a
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Home Office Expenditures Reasonable and customary
- ----------------------------------------------------------------------------------------------------------------
Insurance (additional and incremental insurance costs $12,000 $1,000 estimated will be
resulting from the move to Thailand) based on actual customary and reasonable charges
- ----------------------------------------------------------------------------------------------------------------
Cell Phone Reasonable and customary
- ----------------------------------------------------------------------------------------------------------------
Except for telephone and data line charges (included in the stipend for Home
Office Expenditures listed above), you are responsible for paying all
residential utilities (including, but not limited to, water and electricity).
Oneida will also reimburse you for the following documented one time relocation
expenses (Initial Relocation Expenses) up to the maximum amount indicated.
Type of Expense Maximum Amount Reimbursable (USD)
- -------------------------------------------------------------------------------------------------
House Hunting Trip to Thailand for Masson and Family $18,000
- -------------------------------------------------------------------------------------------------
Hotel Accommodations for above trip $ 7,200
- -------------------------------------------------------------------------------------------------
Furnishings for House $16,000
- -------------------------------------------------------------------------------------------------
Contingencies (including shipping expense for personal items) $12,000
- -------------------------------------------------------------------------------------------------
Home Office Equipment $ 1,500
- -------------------------------------------------------------------------------------------------
You agree to use your best efforts to complete this relocation on or before May
1, 2005. Further you agree that in the event you choose not to stay in Thailand
for the full two year period (other than for reasons relating to the health or
safety of you or your immediate family), you voluntarily resign from your
employment with Oneida, or if you are terminated for Cause (Cause shall mean (a)
your willfully engaging in illegal conduct or gross misconduct which is
materially and demonstrably injurious to the financial condition or business
reputation of the Company; (b) your conviction of, or plea of nolo contender to,
a felony, or any willful perpetration of a common law fraud; or (c) your willful
and continued failure or refusal to substantially perform your duties with the
Company), you will pay back to Oneida the Initial Relocation Expenses.
Your objectives during the two year assignment are as follows (as part of the
company's operational planning process and Management Development initiative, we
will be following up with specific timelines, metrics and standards for
completing these objectives during Q1 2005):
1. Virtual sourcing project
2. Other Flatware Sourcing Initiatives
3. Dinnerware Sourcing
4. Guangzhou Office staffing and training
5. Technology Transfer project
6. Succession Planning- structure/people
7. Vendor improvement initiatives such as, capabilities, shortening lead
times, reducing supplier held inventory
8. Vendor performance metrics based on costs, quality, delivery
The Company, in accordance with its ex-pat relocation policy, will engage a tax
professional to calculate a tax equalization whereby you will not incur any net
additional tax liability (or benefit from a tax windfall) as a result of this
assignment. The Company will be responsible for preparing your tax returns
during this period.
All requests for reimbursement, and original documentation (not copies), must be
sent to Oneida USA (Wilbur Allen or Andrew Church) for prompt and timely
approval and processing in accordance with the Company's Expense Report policy.
Approved reimbursements will then be communicated to Oneida UK by Oneida USA for
payment to your personal bank account.
In addition to the above, all requests for reimbursements of your reasonable and
customary travel expenses (including airfare) should be summarized on the
Company's Expense Report (along with original documentation and receipts) and
sent via overnight mail to my attention for approval. Upon approval, Oneida USA
will then instruct Oneida UK to process payment to your personal bank account.
Any changes to this letter must be approved, in advance, by Oneida's Chief
Financial Officer, or designate.
Oneida will advance you $15,000USD for initial expense reimbursement to
accommodate the timing of our expense reimbursement cycle. This advance will be
recorded by Oneida as a receivable from you which will be reconciled upon your
return to the UK or your leaving the employment of the Company.
Further, at the end of the two (2) year period, in the event the Company
requests that you move back to the UK, you are terminated without Cause or you
move for reasons related to health and safety, Oneida will reimburse you for the
reasonable and customary expenses of your move back to the UK in an amount not
to exceed $10,000.00.
If you are in agreement with the above summary please sign below and fax a copy
of this letter to my attention at fax # (315) 361-3399. Only upon receipt by
Oneida of a countersigned copy of this letter are you authorized to begin
spending under this agreement. Thank you very much.
Sincerely,
/s/ PETER J. KALLET
Agreed to this 17th day of January 2005
By: /s/ PAUL MASSON
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Paul Masson
Note - Housing expense to also include two months returnable security deposit of
Baht 400,000.