Part 1 Remuneration and Benefits

Annual leave taken in year two and all years thereafter shall first be applied against your statutory entitlement (if any).

 

You may carry forward a maximum of five PTO days to the next calendar year. The brought­forward leave days must be taken before 31 March in the year following its accrual, and any outstanding brought-forward leave not taken by 31 March will automatically be forfeited without compensation.

If you resign from the Company, you may not offset the notice by any annual leave that has not been taken, unless the Company agrees. You will be paid in lieu of accrued but unused statutory annual leave on cessation of employment for any reason.

You will be paid or reimbursed for any reasonable expenses properly incurred by you while performing your duties on behalf of the Company, subject to you: (a) producing receipts for

such expenses when requested by the Company; and (b) complying with the Company's rules and policies relating to expenses.

You are entitled to Company benefits, subject to the terms of the relevant plans from time to time in place as follows:

Details of the Company's benefits program can be obtained from Human Resources. The Company reserves the right to terminate or substitute other benefits for these benefits and amend the scale of benefits. If any benefit provider (including but not limited to any insurance company) refuses for any reason (whether based on its own interpretation of the terms of the insurance policy or otherwise) to provide any benefits to you, the Company shall not be liable to provide any such benefits itself or any compensation in lieu thereof.

Beginning in March 2017, you will be eligible to receive an annual bonus, the amount of which will be determined as a function of your personal performance and other factors that the Company deems relevant. The Company has full discretion to determine whether you receive a bonus. Any bonus will only be paid if you are employed by the Company on the payment date and not in a period of notice period of notice on the payment date.

You represent and warrant that you have been directed by the Company:

(a)    not to bring any documents from any previous employer;

(b)    not to download, e-mail, copy or otherwise send to yourself or anyone at the Company (or any Associated Company) any documents of your previous employer;

(c)    not to disclose any confidential, proprietary or trade secret information of your previous employer or its suppliers and customers; and,

(d)    not to use, disclose or act on such information in connection with performing your duties for the Company.

As a condition of this offer, you agree to comply with (a)-(d) above. For this clause, "documents" includes any record of information that is proprietary to any previous employer,

whether it is on a piece of paper or maintained electronically on any storage device or otherwise.

You represent and warrant that you are not subject to any agreement, arrangement, contract, understanding, court order or otherwise, which in any way directly or indirectly restricts or prohibits you from fully performing the duties of your employment in accordance with the terms and conditions of this Agreement. You further represent and warrant that you have not foregone any other opportunity, financial or otherwise, in connection with commencing your employment with the Company and you are not entering into this Agreement in reliance on any representation not set out in this Agreement or the documents referred to therein, and understand that the terms of this offer are subject to agreement.

(a)    you must not be employed or otherwise be engaged in the conduct of any activity for your own benefit, or for the benefit of any other company, firm, organization, individual or entity, whether or not of a business nature (unless agreed in advance with the Company in writing);

(b)    you must not compete or prepare to compete with the Company or assist a competitor in any way, including by diverting or preparing to divert Company customers or business to a competing business;

(c)    you must not undermine the business of the Company in any way; and

(d)    you must comply with all lawful instructions of the Company (including any instruction not to contact customers, prospective customers, employees or business contacts of the Company or any Associated Company).

Breach of these obligations may be grounds for summary dismissal.

You will also assist the Company with any investigation it may undertake, whether in relation to work you may have performed or produced during your employment with the Company or otherwise.

If you fail to comply with any obligations in this paragraph, you will indemnify the Company in respect of any costs or expenses it may incur in connection with your failure to comply.

You must, if so required by the Company, confirm in writing that you have complied with your obligations under this part 3.3.

Any Leave Period that coincides with the notice period or any portion of the notice period shall be referred to as the Garden Leave Period.

3.4.2    During the Leave Period, you will not, subject to the direction of the Company:

(a)    enter into or attend the premises of the Company and/or its Associated Companies; or

(b)    contact, or have any communication with, any customer or supplier of the Company and/or its Associated Companies in relation to the business of the Company and/or its Associated Companies; or

(c)    contact or have any communication with any employee, officer, director, agent or consultant of any member of the Company and/or its Associated Companies in relation to the business of the Company and/or its Associated Companies; or

(d)    remain or become involved in any aspect of the business of the Company and/or its Associated Companies.

This Agreement, the Confidentiality and Non Solicitation Agreement, Compliance Manual, and Code of Ethics and any other policies of the Company expressly stated to be contractual form the entire agreement between you and the Company of the terms upon which you are employed.

As the Company is in the process of implementing local policies, certain of the policies in the global policies provided on your first day shall apply to you. The policies contained do

not form part of your terms and conditions of employment with the Company. The Company reserves the right to amend, modify, change, suspend or cancel all or any part of the policies, practices, services, benefits or other portions of the policies at any time, or from time to time, with or without notice as global policy changes and local policies are introduced.

Unless expressly stated otherwise, all references to Ordinances are references to Hong Kong Ordinances.