Employment Agreement between Williams Controls, Inc. and Dennis E. Bunday as Chief Financial Officer
Williams Controls, Inc. and Dennis E. Bunday entered into an agreement effective February 15, 2001, for Bunday to serve as Chief Financial Officer. The contract sets a fixed monthly salary of $21,500 for an initial two-month term, after which it continues month-to-month unless terminated by either party. If Williams terminates the agreement without cause during the initial period, Bunday is entitled to the remaining balance for that period. Williams also agrees to indemnify Bunday against most claims related to his role, except those arising from his own misconduct or gross negligence.
QuickLinks -- Click here to rapidly navigate through this document
Exhibit 10.12
EMPLOYMENT AGREEMENT
1. | Parties: | WILLIAMS CONTROLS, INC. ("WILLIAMS") and DENNIS E. BUNDAY ("BUNDAY") | ||
2. | Effective Date: | February 15, 2001 | ||
3. | This Agreement provides for services requested by WILLIAMS and agreed by BUNDAY as Chief Financial Officer. | |||
4. | WiILLIAMS has requested and BUNDAY agreed to serve in the capacity of Chief Financial Officer of WILLIAMS, with all of the duties and responsibilities assigned to this position within the position description agreed between WILLIAMS and BUNDAY. | |||
5. | BUNDAY's rate will be fixed at $21,500 per month. | |||
6. | WILLIAMS and BUNDAY agree to a 2-month contract from the date of execution of this Agreement ("Contract Period"), whereby if WILLIAMS, or its successor, terminates the contract during the Contract Period without Cause ("Cause" is defined herein as having similar meaning to relevant provisions of Williams employee policy), then Williams will pay to BUNDAY, an amount equal to the remaining balance due for the balance of the Contract Period. | |||
7. | Following the initial contract period, the Contract will continue on a month to month basis until terminated by either party. Any termination of the Agreement after the initial contract period shall be without penalty to Williams. | |||
8. | Payment of the fixed rate will be due monthly in advance, with the first payment due February 15, 2001. | |||
9. | WILLIAMS shall indemnify BUNDAY from and against any and all claims, liabilities, loss, costs, damages or expenses (including reasonable attorneys' fees) asserted against, or incurred by BUNDAY by reason of, or arising out of this Agreement or performance of this Agreement. Excluded from this indemnification are those claims, liabilities, loss, costs, damages or expenses resulting from the willful misconduct, dishonesty, fraudulent act or omission, or gross negligence of BUNDAY. |
WILLIAMS CONTROLS, INC. | DENNIS E. BUNDAY | |
IN WITNESS WHEREOF, the Company has caused this Warrant to be signed by its duly authorized officer under its corporate seal and dated as of April , 2000.
WILLIAMS CONTROLS, INC. | |||
By: | Gerard A. Herlihy, Chief Financial Officer |
2
QuickLinks
- Exhibit 10.12