MKS Instruments, Inc., a Massachusetts corporation (the Company), and Kathleen Burke of Winchester, MA (Employee) agree, effective August 1, 2016, as follows.
1. Employment. The Company is employing Employee on an at-will basis in the position of Senior Vice President, General Counsel and Assistant Secretary. Employee agrees to comply with the Companys policies.
2. Confidential Information Agreement. Employee will sign and deliver to the Company, at the same time that Employee executes this Employment Agreement, the Confidential Information, Intellectual Property and Non-Solicitation Agreement of MKS Instruments, Inc. (Confidential Information Agreement) that is Attachment 1 to this Employment Agreement.
3. Duty to The Company. While employed by the Company, Employee: (a) will devote his or her full working time and best efforts to the business of the Company; and (b) will not (without the prior, express, written consent of the Chief Executive Officer of the Company) engage in any business activity (whether or not for gain) that interferes with Employees work for the Company. Notwithstanding the previous sentence, this Employment Agreement does not prohibit Employee from managing his or her personal investments or engaging in charitable and unpaid professional activities (including serving on charitable and professional boards), so long as doing so does not materially interfere with Employees work for the Company or violate Section 7 of this Employment Agreement.
(a) Base Salary. The Company will pay Employee base salary at the rate of $350,000 per year (the Base Salary), in accordance with the Companys normal payroll practices. The Company may review and adjust the amount of the Base Salary from time to time in its sole discretion.
(b) Incentive Compensation Plan. Employee will be entitled to participate in the Companys Annual Corporate Management/Key Employee Bonus Plan, to the extent applicable to Employees position.
(c) Stock Incentive Plan. Employee will be entitled to participate in the Companys stock incentive plan to the extent applicable to Employees position.
(d) Benefits. Employee will be eligible to participate in the Companys generally available employee benefit plans, which currently include medical, dental, vision, life, accidental death and dismemberment, short-term disability and long-term disability insurance, a 401(k) savings plan and an employee stock purchase plan, subject to the terms and conditions of each plan.
(e) Paid Time Off. Employee will be eligible for 20 days of paid vacation per year, plus paid sick time and holidays, all subject to the terms and conditions of the Companys policies.