Vaststellingsovereenkomst in het Engels / Engelstalige voorbeeldovereenkomst
Settlement agreement to terminate the employment contract by mutual consent
(under Dutch Law)
The undersigned parties:
The employer, the limited liability company FINITO B.V., hereafter referred to as ‘Finito’, with its registered office in Amsterdam at the address Laan van de Vrede 7 (1000 XY), legally represented by her director Mrs A. van den Ende, and
The employee, Mr JOHANNES PETRUS DE GROOT, hereafter referred to as ‘Mr de Groot’, residing in Amsterdam at the address Sokratesstraat 1 (3800 AA);
Together referred to as ‘Parties’,
Take into consideration that:
- Mr. De Groot, who was born on 14 July 1972, has been employed by Finito since 1 January 2000 on the basis of an employment contract for an indefinite term in the position of Employee Aftersales. The gross monthly salary is € 2.500,- excluding 8% holiday allowance, 8,33% end-of-year bonus and emoluments;
- Following a reorganization several positions within the company of Finito become redundant amongst which the current position of Mr de Groot;
- Parties have investigated other (job) possibilities, but could not find a suitable solution, nor will such a solution be available in the near future;
- Therefore Finito desired to terminate the employment agreement. At first Mr de Groot resisted against the termination, but now he sees no other solution is possible;
- Parties emphasize that Mr de Groot cannot be blamed for Finito’s initiative to terminate the employment contract and that the termination is not based on an urgent cause as defined in article 7:678 of the Dutch Civil Code (BW);
-No prohibition to terminate is present;
- Parties wish to establish their mutual rights and obligations in writing;
- Parties sign this settlement agreement as mentioned in articles 7:900 and following Dutch Civil Code to prevent uncertainty or dispute after obtaining legal advice and careful consideration. Mr. De Groot was assisted by De Graauw Legal;
have agreed as follows:
Article 1 – termination by mutual consent
1. Parties terminate the employment contract by mutual consent, on the initiative of the employer, per 1 July 2018 (hereafter: the ‘termination date’) . The (fictitious) notice period, which in this situation is the employer’s four months’ notice period, has been taken into account when setting this termination date.
2. If Mr. de Groot accepts a job elsewhere before the termination date, but not earlier than 1 March 2018, the employment contract ends by mutual consent, in derogation of article 1.1, per the earlier date his employment at the new employer commences (the ‘new termination date’). In this situation half of the remaining salary including holiday allowance and end-of-year bonus of the period between the new termination date and the termination date of article 1.1 is added to the severance payment. The employer’s obligation to continue payment of wages then ends per the new termination date. All other conditions of this agreement remain in force unchanged. If this provision applies, the new termination date replaces the termination date in this agreement. Mr. de Groot is obliged to inform Finito within two working days after accepting an employment elsewhere within this period.
Article 2 – social security
Finito is not liable or responsible for a possible fictitious notice period and other risks concerning the social security system, including fully or partially obtaining unemployment benefits.
Article 3 – payment of salary and exemption from work
Until the termination date Mr. de Groot wil receive his usual salary and emoluments. Till 1 March 2018 Mr. de Groot will continue to work as usual and he will take care of a proper handover of work. Starting 1 March 2018 till the termination date, Mr. de Groot will be fully exempted from work and the obligation to appear at work. During this exemption period no reimbursements of expenses and no travel allowance are due and no new leave days are accumulated. All other employment conditions remain in force until the termination date if no different arrangement is stipulated in this agreement.
Article 4 – final settlement
Within a month of the termination date a regular final settlement shall be made. This includes payment of accrued holiday allowance, any accumulated leave days that have not been used at the termination date and the pro rate end-of-year bonus.
Article 5 – company property
Ultimately on the termination date, Mr. de Groot will return in good condition to the employer all property belonging to the company that he has acquired. The employee will receive proper receipt of the return.
Article 6 – severance payment
Finito shall, within one month of the termination date, pay to Mr. de Groot a severance payment calculated on the basis of article 7:673 Ducth Civil Code. No costs will be deducted and no reductions will be applied, which includes any allowances based on article 7:673 lid 6 Ducth Civil Code.
Article 7 – incentive
Finito shall, within one month of the termination date, pay to Mr. de Groot, in addition to the severance payment of article 6, an incentive to terminate by mutual consent amounting € 10.000,- (ten thousand euros) gross, if and so far this settlement agreement is signed by Mr. de Groot and provided to Finito ultimately 15 February 2018.
Article 8 – legal expense allowance
Finito will contribute to Mr. de Groot’s legal assistance costs up to a maximum of € 950,- (ninehundred fifty euros) excluding VAT, including office cost and other additions, on the basis of an invoice directly addressed to the employer. The invoice specifies the work was performed for the employee.
Artikel 9 – secrecy and statements
1. Parties refrain from statements to third parties regarding the content of this agreement and the circumstances that led to this agreement, except for information that must be provided on a statutory basis. Mr. de Groot is allowed to provide a copy of this agreement to UWV (the Dutch benefits agency) when applying for social security.
2. Mr. de Groot will keep secret any confidential information he acquired in relation to the employment of which reasonably understands or should understand the confidential nature. The secrecy clause of article 7.2 employment contract remains in force.
3. Parties undertake no activities that could be harmful to each other and parties refrain from making negative statements concerning each other.
Article 10 – letter of reference
Finito will provide Mr. de Groot with a positive letter of reference that states Mr. de Groot performed his work in a constructive and professional way. Mrs. A. van den Ende is prepared to act as a referent and will then state in accordance with the reference letter.
Article 11 – competition, solicitation and ancillary activities
Mr. de Groot is released from the non-compete clause of article 9.1 employment agreement, the non-solicitation clause of article 9.2 employment agreement and the prohibition for ancillary activities of article 9.3 employment agreement. The non-recruitment clause of article 9.4 and the secrecy clause of article 9.5 employment agreement remain in force.
Article 12 – reflection period
Finito herewith informs Mr. de Groot of the statutory reflection period that entitles him to dissolve his settlement agreement, without need to explain the reason, within fourteen days after reaching this agreement. He can do so by sending a written statement to the employer. Thus, Mr. de Groot has the right to revoke his decision to accept this agreement within this period.
Article 13 – dissolution
Besides the employee’s right to dissolve during the reflection period as mentioned above, parties refrain from dissolving this settlement agreement as far this is legally allowed.
Article 14 – final discharge
Provided the provisions of this agreement have been fulfilled, parties hereby grant each other full and final discharge and confirm no more claims pursuant to the employment agreement, the termination of the employment or otherwise exist.
Article 15 – jurisdiction
This agreement is governed by and shall be construed in accordance with Dutch law and the courts of The Netherlands shall have exclusive jurisdiction to adjudicate any dispute hereunder;
As agreed on 14 February 2018, drawn up in duplicate and signed:
Finito B.V., the employer
Represented by: Mrs. A. van den Ende (CEO)
Mr. J.P. de Groot, the employee