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Consulting Agreement - Getty Images Inc. and Crediton Ltd.

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                 DATED                                          1997





                                  GETTY IMAGES, INC.

                                       - AND -
                    
                                   CREDITON LIMITED








                                      AGREEMENT



                                          
                                          
                                   CLIFFORD CHANCE
                                200 ALDERSGATE STREET
                                   LONDON EC1A 4JJ
                                          
                                    0171 600 1000
                                          
                                      REF: RJXD/
<PAGE>

THIS AGREEMENT  is made the      day of                 1998

BETWEEN

(1)   GETTY IMAGES, INC. whose registered office is at [address] ("the
      Company"); and

(2)   CREDITON LIMITED  of [address] ("the Consultant")

WHEREBY IT IS AGREED  as follows:-

1.    DEFINITIONS AND INTERPRETATION
1.1.  In this Agreement the following words and expressions shall have the
      following meanings ascribed to them save where the context otherwise
      appears:

      "Board"                     the Board of Directors from time to time of
                                  the Company.

      "Confidential Information"  all information details and data of any kind
                                  in connection with the business or finances
                                  of the Company or any Group Company.

      "Group Company"             any holding company and subsidiary of the
                                  Company within the meaning of the Companies
                                  Act 1985 (as amended) and any other company
                                  in which the Company or any holding company
                                  or subsidiary of the Company is a holder of
                                  more than 25% of the issued equity share
                                  capital as defined in such section.

1.2.  References to Clauses and sub-Clauses are references to Clauses and
      sub-Clauses in this Agreement.

1.3.  The headings contained in this Agreement are for the purpose of
      convenience only and do not form part of and shall not affect the
      construction of this Agreement or any part hereof.

2.    APPOINTMENT OF CONSULTANT
2.1.  The Company hereby engages the Consultant and the Consultant hereby
      accepts such engagement upon the terms and conditions contained in this
      Agreement to supply the services specified in Clause 3 of this Agreement
      to the Company or at the direction of the Company.

2.2.  Subject to termination as hereinafter provided, such engagement shall
      take effect from 1 January 1998 for an initial term of two years and
      shall continue thereafter unless and until terminated either by the
      Consultant giving to the Company 12 month's notice in writing or by the
      Company giving to the Consultant 12 month's notice in writing expiring at
      any time after 31 December 2000 [or a payment of [  ] month(s) fee due
      hereunder in lieu of such notice].

2.3.  Upon the termination of the engagement by notice or upon proper
      termination of this Agreement as hereinafter provided the Consultant
      shall not have any claims against the Company or against any Group
      Company for damages or compensation of any nature

<PAGE>

      whatsoever and shall merely be entitled to any outstanding fees due to it
      pursuant to Clause 4 of this Agreement.

3.    CONSULTANT'S OBLIGATIONS
3.1.  The Consultant shall make available to the Company the services of
      Jonathan David Klein (or such other person as the Company may agree in
      writing) to perform the role of Sole Chief Executive provided that the
      Executive shall not be required to provide the services for more than 49
      weeks in any calendar year and provided further that the Company shall
      not require the Executive to perform services in [the UK].

3.2.  The Consultant shall procure that the Executive renders the services
      specified above in this Clause to the best of his skill and ability and
      shall unless prevented by ill-health or accident holds himself available
      to render these services and to assist generally in connection with the
      business of the Company or of any Group Company for up to 50 per cent of
      his working time in each calendar year commencing from the 1 January
      1998.

3.3.  The Consultant shall procure that the Executive shall:

      (a)     comply with all reasonable directions from time to time given to
              him by the Board in connection with the provision of his services
              hereunder;

      (b)     travel to such places other than [(the UK)] and in such manner
              and on such occasions as the Board may from time to time require;

      (c)     use his best endeavours to promote the interests of the Company
              and any Group Company and to maintain and enhance its or their
              reputation;


      (d)     not without the prior written consent of the Board undertake any
              engagement or activity which is liable to detract from his
              ability to render his services hereunder or which would conflict
              with or be detrimental to the interests and operation of the
              Company or any Group Company in connection with its or their
              business;

      (e)     promptly to give to the Board or to whomsoever the Board may
              lawfully direct (in writing if so requested) all such information
              and reports as it may reasonably require in connection with
              matters relating to the provision of his services hereunder
              and/or with the business of the Company or any Group Company;

      (f)     keep the Company reasonably informed of his whereabouts and
              telephone number at or other means by which the Executive can be
              contacted most easily at the shortest possible notice.

4.    FEE
4.1.  The Company shall pay to the Consultant a fee (which fee shall be
      inclusive of director's fees [and cover all office expenses such as
      secretarial, correspondence, telephone, telex, rates and utility costs
      incurred by the Consultant in providing the services specified in
      Clause 3 hereof]) of [$162,500] per annum [inclusive/exclusive of VAT]
      which sum shall accrue month by month during the course of the year
      commencing from [the date of this Agreement] and shall

<PAGE>

      be paid by equal monthly instalments in arrear on the last day of each
      month.

      [SHOULD FEE BE INCREASED TO TAKE ACCOUNT OF BENEFITS OR SHOULD CONTRACT
      SPECIFY FOR REIMBURSEMENTS OF PMI, PHI ETC]

4.2.  The fee paid pursuant to clause 4.1 above shall be reviewed annually on 1
      April in every year the first such review being on 1 April 1999.  Each
      such review shall only be capable of leaving the fee the same or
      increasing it, not of reducing it.

5.    EXPENSES
5.1.  The Company shall reimburse to the Consultant all travelling hotel
      entertainment and other out-of-pocket expenses [(save for the office
      expenses referred to in Clause 4)] which the Executive may from time to
      time reasonably and properly incur in connection with the provision of
      the services specified in Clause 3 of this Agreement.

5.2.  All such expenses shall be set out in reasonably complete detail in
      written statements to be submitted by the Consultant to the Company as
      soon as practicable following the last working day of each calendar month
      in which such expenses were incurred and the Consultant shall if so
      requested by the Company provide the Company with such vouchers or other
      evidence of such expenses as the Company may reasonably require.

6.    WARRANTY
      The contractor warrants that the Executive is engaged by the Contractor
      under a contract of employment.

7.    STATUS
7.1.  This Agreement constitutes a contract for the provision of services only
      and not a contract of employment and accordingly the Consultant shall be
      fully responsible for and shall indemnify the Company and each and every
      Group Company in respect of the Executive's income tax and National
      Insurance contributions and any other liability assessment or claim
      arising from or made in connection with the performance of this Agreement
      or otherwise by reason of the Executive being employed by the Contractor
      and shall further indemnify the Company against all reasonable costs and
      expenses and any penalty fine or interest incurred or payable by the
      Company in connection with any such liability assessment or claim.  The
      Company may at its option satisfy such indemnity (in whole or in part) by
      way of deduction from payments to be made (if any) by the Company under
      this Agreement.

7.2.  Nothing in this Agreement shall constitute or be construed as
      constituting or establishing any partnership or joint venture between the
      parties hereto for any purpose whatsoever.

<PAGE>

8.    CONFIDENTIALITY
8.1.  The Consultant shall not disclose (and shall use all reasonable efforts
      to prevent disclosure) and shall procure that the Executive does not
      disclose in any way or form and at any time (whether before or after
      termination of this Agreement and howsoever such termination shall come
      about) to any person firm or company any of the Confidential Information
      save to employees of the Company or any Group Company whose duties
      require such disclosure to be made and the Consultant shall not and shall
      procure that the Executive shall not use for his own purposes nor for any
      purpose other than those of the Company or any Group Company any such
      Confidential Information PROVIDED THAT the Consultant or the Executive
      may disclose Confidential Information to the extent specifically
      authorised by the Board or such Confidential Information as is necessary
      in the ordinary course of business.

8.2.  The Consultant shall not and shall procure that the Executive shall not
      without the authority of the Board make or keep possession of copies of
      any documents memoranda or other media on which any Confidential
      Information is recorded or stored.

8.3.  The restriction contained in this Clause shall cease to apply to any
      information or knowledge which may come into the public domain otherwise
      than by way of breach of this Clause.

8.4.  In the event that the Company or any Group Company shall have obtained
      any confidential information from any third party under an agreement or
      obligation that includes any restriction on disclosure which restriction
      shall be known to the Consultant or the Executive, the Consultant shall
      not and shall procure that the Executive does not without the consent of
      the Company at any time infringe such restriction.

9.    TERMINATION
9.1.  The Company shall be entitled to terminate this Agreement immediately
      upon the giving of written notice to the Consultant in the following
      circumstances:-

      (a)     if the Executive shall cease to render his services specified in
              Clause 3 for any reason other than ill health or accident; or

      (b)     if the Executive shall cease to be available to render the
              services specified in Clause 3 for a continuous period of 26
              weeks by reason of ill health or accident; or

      (c)     if the Contractor of the Executive is guilty of serious
              misconduct;

      (d)     If the Consultant or the Executive is convicted of a criminal
              offence (other than a motoring or traffic offence not involving
              imprisonment); [or

      (e)     if the Executive shall resign as a director of the Company or of
              any other company in which he  holds office of director pursuant
              to/in consequence of this Agreement.

9.2.  Either the Company or the Consultant shall be entitled to determine this
      Agreement immediately upon the giving of written notice to the other if
      the other shall have committed a serious or persistent breach of a term
      or terms of this Agreement and (if such breach shall be capable of
      remedy) shall have failed to remedy the same within [30] days of
      the service of

<PAGE>

      written notice specifying details of the breach complained
      of and requesting remedy thereof.

9.3.  This Agreement shall automatically and immediately terminate if the
      Consultant or the Executive shall be adjudged bankrupt or take advantage
      of any statute for the time being in force offering relief for insolvent
      debtors or if the service agreement between Getty Communications plc and
      Jonathan David Klein shall terminate.

9.4.  Upon termination of this Agreement as provided above in this Clause the
      Consultant shall be entitled to receive the fee only to the end of the
      month in which termination occurs together with reimbursement of properly
      documented expenses as provided in Clause 5.

9.5.  The Consultant shall not and shall procure that the Executive shall not
      following the termination for any reason of this Agreement represent
      himself as being connected with the Company or any Group Company.

9.6.  Upon termination of this Agreement howsoever caused, the Consultant shall
      deliver to the Company all letters books of account drawings designs
      plans documents memoranda and other media which may have been prepared by
      the Executive or come into his possession solely under or solely by
      virtue of the Consultant's engagement under this Agreement and shall not
      without the prior written consent of the Board be entitled to and shall
      not retain any copies thereof and the Consultant hereby agrees and
      acknowledges that title and all copyright and all other intellectual
      property therein shall at all times be and remain vested in the Company
      and insofar as may be necessary the Consultant hereby assigns or shall
      procure that the Executive assigns to the Company as beneficial owner any
      future copyright which may subsist in all or any letters books of account
      drawings designs plans reports memoranda and other media produced by the
      Executive in the performance of services under this Agreement and the
      Consultant further agrees that it shall at the request and expense of the
      Company enter into or procure that the Executive enters into such
      documents or do any such thing as may be necessary to perfect or secure
      any of the Company's said rights.

10.   TERMINATION OF DIRECTORSHIPS
      Upon termination for whatever reason and whether or not in breach of this
      Agreement the Consultant shall at the request of the Company procure that
      the Executive immediately resigns from office as a director of the
      Company and of any other company in which he holds office of director
      pursuant to/ in consequence of this Agreement without claim for
      compensation [and in the event of his failure to do so the Company is
      hereby irrevocably authorised to appoint some person in his name and on
      his behalf to sign and deliver such resignation or resignations to the
      Company and to the other companies.]

11.   CONSULTANT'S COVENANTS
11.1. The Consultant acknowledges that during the course of this engagement
      with the Company the Consultant and the Executive will receive and have
      access to confidential information of the Company and its Associated
      Companies (including without limitation those matters specified in Clause
      12.3 of this Agreement) and they will also receive and have access to
      detailed client/customer lists and information relating to the operations
      and business requirements of those clients/customers and accordingly the
      Consultant is willing to enter into the covenants described in Clause
      14.2 in order to provide the Company and its Associated Companies with
      what it considers to be reasonable protection for those interests.

<PAGE>

11.2. The Consultant hereby covenants with the Company that it will not and it
      will procure that the Executive will not for the period of twelve months
      after the termination of his employment without the prior written consent
      of the Board either alone or jointly with or on behalf of any person
      directly or indirectly:-

      (a)     carry on or be engaged concerned or interested in any other
              business trade or occupation which is similar to or in
              competition with the business of the Company or any Associated
              Company except as a holder directly or through nominees of not
              more than 10% in aggregate of any class of shares debentures or
              other securities in issue from time to time of any company which
              are for the time being quoted or dealt in or any recognised
              investment exchange (as defined by Section 207(1) of the
              Financial Services Act 1986); or

      (b)     solicit or entice away or endeavour to solicit or entice away
              from the Company or any Associated Company any person who at the
              date of termination of his employment is employed or engaged by
              the Company or any Associated Company in a senior capacity and
              with whom the Executive shall have had contact during the course
              of providing his services (whether or not such person would
              commit a breach of his contract of employment by so doing).

11.3. The Consultant hereby agrees that it will at the cost of the Company
      enter into a direct agreement or undertaking with any Associated Company
      whereby it will accept restrictions and provisions corresponding to the
      restrictions and provisions in Clause 14.2 above with such Associated
      Company.
     
12.   MISCELLANEOUS
12.1. Any notice required or authorised to be given by any party under the
      provisions of this Agreement shall be in writing and any notice or
      document relating to this Agreement may be served or delivered to the
      party to be served at its address given in this Agreement or at such
      address as may be duly notified for such purpose from time to time.  Any
      notice given by posting will be deemed to have been served 48 hours after
      it shall have been posted and any notice given by telex shall be deemed
      to have been served 24 hours after it shall have been despatched.

12.2. The parties to this Agreement shall pay their own legal professional and
      other costs in connection with the preparation and completion of this
      Agreement.

[12.3. The Company shall be entitled to assign the benefit of this Agreement
       to any Group Company.]

12.4. This Agreement shall be governed and construed in accordance with the
      Laws of [          ] but may be enforced in any court of competent
      jurisdiction.

12.5. This Agreement constitutes the entire agreement between the parties to it
      with respect to its subject matter and shall have effect to  the
      exclusion of any other memorandum agreement or understanding of any kind
      between the parties hereto preceding the date of this Agreement and
      touching and concerning its subject matter.

<PAGE>

IN WITNESS  whereof this deed has been executed by the parties hereto and is
intended to be and is hereby delivered as a deed on the day and year first above
written



Executed as a Deed by   )
                        )
GETTY IMAGES, INC.      )



              Director



              Director/Secretary





Signed as a deed by     )
JONATHAN DAVID KLEIN    )
in the presence of:-    )