Sample Business Contracts

Consulting Agreement - Ford Motor Co. and Wolfgang Reitzle

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                               Ford Motor Company

                                                        The American Road
                                                        P.O. Box 1899
                                                        Dearborn, Michigan 48121

                                                        April 15, 2002

Mr. Wolfgang Reitzle
4 Cheyne House
18 Chelsea Embankment
London 3SW 4LA

This will set forth the terms and conditions of the agreement (the "Agreement")
between you and the Company under which the Company will secure your personal
services as a consultant.

1.   For the period May 1, 2002 through April 30, 2004, you will be available to
     the Company at mutually  convenient times and places for consultation  with
     the Company.

2.   As a condition of the Company's  obligations  under this Agreement,  during
     the term of this Agreement, you will not, without written permission of the
     Company,  on behalf of yourself or on behalf of any other person,  company,
     corporation,  partnership  or  other  entity  or  enterprise,  directly  or
     indirectly, as an employee, proprietor,  stockholder,  partner, consultant,
     or  otherwise,  engage in any  business  or activity  competitive  with the
     business  of Ford Motor  Company,  its  subsidiaries  or  affiliates,  (the
     "Company")  worldwide.   You  specifically  acknowledge  that  the  Company
     conducts  a  worldwide  business  and that  the  worldwide  restriction  is
     reasonable.  You also agree during the term of this Agreement that you will
     not engage in any conduct  that is inimical  to the best  interests  of the
     Company.  In the event you breach this  restrictive  covenant,  the Company
     shall be  entitled  to the  remedies  outlined  in  paragraph  3 below with
     respect to breach of Confidential Information.

3.   You agree to keep secret and retain in strictest confidence, and shall not,
     without the prior  written  consent of the Chief  Executive  Officer of the
     Company,  furnish, make available or disclose to any third party or use for
     your  benefit  or  the  benefit  of  any  third  party,   any  Confidential
     Information, as hereafter defined. As used in this Agreement,  Confidential
     Information  means any  information  relating to the business or affairs of
     the Company, including but not limited to information relating to financial
     statements, customer identities, potential customers, employees, suppliers,
     servicing methods, equipment, product or service programs, product designs,
     cycle plans, strategies and information, databases and information systems,
     analyses,  profit  margins,   comparative  or  futuring  studies  or  other
     proprietary  information  used by the Company,  whether or not generated by
     the Company or  purchased  by the  Company  through  business  consultants.
     Confidential  Information  shall not include any  information in the public
     domain  or  information  that  becomes  known in the  industry  through  no
     wrongful  act  on



     your part.   You  acknowledge that the Confidential Information  is  vital,
     sensitive, confidential and proprietary to the Company. You acknowledge and
     agree that your promise to keep  confidential the Confidential  Information
     is reasonable  and necessary for the  protection of the Company's  business
     interests,  that irreparable injury will result to the Company if you break
     your promise and that the Company may not have an adequate remedy at law if
     you break or threaten to break your promise. Accordingly, you agree that in
     such event, the Company will be entitled to immediate temporary  injunctive
     and other equitable  relief in a court of competent  jurisdiction,  without
     the necessity of showing actual monetary  damages,  subject to a hearing as
     soon thereafter as possible. Nothing contained herein shall be construed as
     prohibiting  the Company from pursuing any other  remedies  available to it
     for  failing to keep your  promise,  including  the  recovery of any damage
     which it is able to prove.  In  addition,  as a penalty  and not in lieu of
     other  damages  the  Company  may be able to  prove,  you  agree to pay the
     Company  liquidated damages in an amount equal to the value of compensation
     received  under  the  Agreement  if you  break  your  promise  and  divulge
     Confidential  Information or break your promises under paragraphs 2, 13 and

4.   You  acknowledge  that  all  written  materials  or  documents   containing
     Confidential  Information  prepared by you or coming  into your  possession
     because  of your  employment  with the  Company  are and shall  remain  the
     property of the Company.  You agree to return to the Company all such items
     in your  possession,  together with all copies of such items, no later than
     your last day  worked,  except  those  items to be  declared  by you to the
     Company as required  to provide  consulting  services to the Company  under
     this Agreement.

5.   You agree that any information received by you during the execution of your
     responsibilities  for the Company in accordance with this Agreement,  which
     concerns the personal,  financial or other affairs of the Company,  will be
     treated as  Confidential  Information in accordance with paragraph 3 above,
     and will not be revealed to any other persons, firms or organizations.

6.   Each party to this Agreement  acknowledges that the business  reputation of
     the other is a valuable  asset of such other party.  Each party agrees that
     it shall  take no action  which can be  deemed to be  inimical  to the best
     interests  of the other  party,  including  but not limited to:  publishing
     material  that  disparages  the other party,  participating  in  interviews
     disparaging  the other  party or taking  action in any other  manner or way
     disparaging the other party. In the event that a party takes an action that
     is deemed to be  inimical to the best  interests  of the other  party,  the
     party committing the breach shall pay liquidated damages to the other party
     in an amount equal to the value of  compensation  received/paid  under this
     Agreement,  and if the  breaching  party  is you  this  Agreement  will  be
     terminated by the Company.

7.   Pending approval of the Compensation  Committee,  as consideration for this
     Agreement  and for your  active  support  to retain key  leaders  including
     J. Mays and Gerhardt Schmidt, the Company will, during the term of this
     Agreement,  pay you  (euro)1,000,000  per year.  The first payment of
     (euro)500,000  for the first six  months of the  Agreement  will be made in
     April 2002.  Subsequently you will be paid every three months,  in arrears.
     You may not  delegate  all or any portion of an  assignment  to anyone



     else without first obtaining written consent from the Company. In addition,
     pending approval of the Compensation Committee:

     o    You will be allowed to keep your  Restricted  Stock  granted upon your
          hire into the Company. Restrictions will continue, consistent with the
          initial grant.
     o    Your  Stock  Options  and  Performance  Stock  Rights  will be treated
          consistent  with the 1998  Long-Term  Incentive Plan and the terms and
          conditions  of these  grants.  Stock options will continue to vest and
          may be  exercised  for 90 days  after  separation  from  the  Company.
          Performance  Stock  Rights  would  continue  to  earn  out  for  their
          respective  performance  periods  and be treated  consistent  with the
     o    Outstanding  Restricted  Stock Units are cancelled and replaced with a
          grant of  Restricted  Stock in the same  number of shares as the RSUs.
          The grant  will be made  effective  upon the date of  approval  by the
          Committee. Restrictions would lapse on April 30, 2004, consistent with
          the two-year term of the Agreement.

8.   Both  you and  the  Company  agree  that  you  will  act as an  independent
     contractor  in  the   performance  of  the  duties  under  this  Agreement.
     Accordingly,  you will be responsible  for payment of all taxes,  including
     national,  state,  provincial and local taxes,  arising from  activities in
     accordance with this contract.

9.   During the term of this Agreement,  upon request and as available,  visitor
     office space will be provided at the Ford World Headquarters in Dearborn.

10.  You will be reimbursed for reasonable  business-related expenses and travel
     that  we  authorize  you  to  take,   consistent  with  Ford  policies  and

11.  During  the term of this  Agreement,  one new model  Aston  Martin or Range
     Rover vehicle will be provided for your use each year of the Agreement.

12.  Notwithstanding the provisions above,  nothing in this Agreement constrains
     the parties from discussing your  re-employment with the Company during the
     term of this Agreement or after. If re-employment  were to occur during the
     term of this Agreement, the Agreement would be terminated.

13.  During the term of this  Agreement,  you will not recruit any employee from
     Ford Motor  Company,  or  otherwise  counsel  any  employee  in Ford or its
     subsidiaries  to leave  the  Company.  In  addition,  you will not  provide
     counsel or comments to any outside  organization  or  individual  regarding
     skills, competencies, position responsibilities,  performance,  recruiting,
     development,  or succession planning regarding any employee in the Company.
     Breach of this  provision  shall be subject to the  remedies  described  in
     paragraph 3.

14.  During the term of this Agreement,  you shall not,  directly or indirectly,
     as employee, agent, consultant, stockholder, director, co-partner or in any
     individual or representative  capacity  intentionally  solicit or encourage
     any present or future  customer or supplier of the Company to  terminate or
     otherwise  alter its  relationship  with the Company in an adverse  manner.
     Breach of this  provision  shall be subject to the  remedies  described  in
     paragraph 3.



15.  If any court of competent jurisdiction or arbitrator shall at any time deem
     the restrictive period or any other particular restrictive covenant in this
     Agreement too lengthy,  or the scope of the geographic  area of non compete
     too extensive,  the other  provisions of this Agreement shall  nevertheless
     stand and the  restrictive  period shall be deemed to be the longest period
     permissible by law under the circumstances  and the geographic  restriction
     shall be deemed to comprise the largest territory  permissible by law under
     the  circumstances.  The court or  arbitrator in each case shall reduce the
     restriction  period  and  the  geographic  area  to  permissible  size  and

16.  With the written concurrence of both parties, this Agreement can be renewed

                     * * * * * * * * * * * * * * * * * * * *

If the  foregoing is agreeable to you,  please sign and return the enclosed copy
of this  letter.  Upon our  receipt,  this letter will  constitute  an agreement
between you and the Company, and it will be governed and construed in accordance
with the laws of the State of Michigan, excluding its choice of laws provisions.
Specifically, it is intended that the restrictive covenants in this Agreement be
construed  under  the  laws  of the  State  of  Michigan  and  not  any  foreign
jurisdiction.  Any  disputes  arising  out of this  Agreement  shall be resolved
through  binding  arbitration  under  the  rules  of  the  American  Arbitration
Association. The venue for any such dispute shall be Wayne County, Michigan.

                                                Ford Motor Company

                                                By:/s/Joe W. Laymon

/s/Wolfgang Reitzle
    Dr. Wolfgang Reitzle

        16 04 02