[LOGO OF GLOBAL CROSSING]
Employment Term Sheet - Joseph P. Perrone ('Executive')
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Position: Sr. Vice President - Finance, reporting to the CFO and
providing services for Global Crossing Ltd. ('GCL')
and Asia Global Crossing Ltd. ('AGC')
Employer: Global Crossing Ltd. ('GCL')
Base Salary: $400,000 per year
Annual Bonus: Target bonus equal to 100% of base salary. Bonuses are
awarded in the sole discretion of GCL. Notwithstanding
the foregoing, the performance bonus for the remainder
of 2000, to be paid during the first quarter of 2001,
will be at least $400,000.
Signing Bonus: Global Crossing agrees to pay you a signing
bonus equal to $2,500,000, payable within 10 days
after your employment start date. In the event that
you resign or are terminated for cause within one (1)
year after your employment start date, you agree to
return to the Company the Signing Bonus, prorated on a
monthly basis for the period not worked.
Global Crossing Ltd.
Stock Options: Subject to Board (or a committee of the Board)
approval, 500,000 options to purchase common stock of
Global Crossing Ltd. and an amount to be determined
(commensurate with other comparable Company
executives) of options to purchase common stock of
Asia Global Crossing Ltd. (when issued), vesting over
3 years as follows:
25% on the employment start date
25% on the first anniversary of your employment start
date;
25% on the second anniversary of your employment start
date; and
25% on the third anniversary of your employment start
date.
The Compensation Committee of Board of Directors will
determine the strike prices. Stock options are subject
to the additional terms and conditions set forth in
the 1998 Global Crossing Ltd., Stock Incentive Plan
and the Non-Qualified Stock Option Agreement to be
provided to you which will provide for exercise for a
period of not less than six months after termination
without cause or termination for disability.
In addition, Executive shall receive options to
purchase common stock of GlobalCenter Inc.
commensurate with other comparable Company executives,
if so awarded.
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The GCL Stock Options shall immediately vest in the
event of a Change in Control (as that term is defined
in the Plan). In the event you suffer a disability (as
that term is defined in the Plan) that renders you
unable to continue employment at Global Crossing Ltd.
or a subsidiary thereof, the GCL Stock Options shall
immediately vest as of the date that your employment
is formally terminated.
Employment Start Date: You will start your employment with GCL on a date to
be determined by you but in no event later than May
16, 2000.
Benefits: Insurance benefits in accordance with Company policy
as attached hereto as Exhibit 'A' including 401(k)
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plan participation. Relocation expenses will be paid
and/or reimbursed per the Company's relocation policy
if you relocate your residence at the Company's
request
Vacation: Four weeks. Maximum vacation accrual shall be four
weeks.
Annual Performance
Reviews: In conjunction with the annual performance review
process, you will be eligible for salary increases,
cash bonus awards and additional stock option awards.
The salary increases, cash bonus awards and stock
option awards will be determined based on overall
company performance, functional group performance and
individual performance and commensurate with other
comparable Company executives. Stock options are
awarded at the discretion of GCL. The annual review
process currently takes place during the first quarter
of each calendar year and shall be conducted in the
same manner and utilizing the same standards as with
other senior corporate officers.
Employment At-Will: Employment at GCL is at-will. You may resign at any
time and GCL may terminate your employment at any
time, with or without cause.
Termination Without
Cause or With Good
Reason: In the event you are terminated without cause or that
you resign your employment for Good Reason (as defined
below) before the first anniversary of your employment
start date, you shall receive an amount equal to the
total of your annual base salary and targeted bonus.
In the event that you are terminated without cause or
resign with Good Reason within one (1) year after a
Change in Control (as defined in the Plan), you will
receive a severance payment equal to three (3) years'
salary and
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bonus. The terms and conditions of the Change in
Control agreement shall be the same as other
comparable corporate officers.
'Good Reason' as used herein shall mean:
(i) a substantial reduction by GCL of your
duties or responsibilities or a change in
your reporting line; or
(ii) a reduction by GCL of your base salary or
Annual Bonus potential.
You must provide written notice to GCL within 20 days
after the occurrence of an event constituting Good
Reason. GCL shall have 20 days after receipt of
written notice to cure. If GCL fails to cure and you
resign within 30 days after the end of the 20-day cure
period, then such resignation shall constitute
resignation for Good Reason.
Termination For Cause: 'Cause' as utilized herein shall mean:
(i) conviction of a felony; or conviction of
a crime of moral turpitude which causes
serious economic injury or serious injury
to Global Crossing's reputation; or
(ii) material breach of the Proprietary
Information Agreement attached hereto and
incorporated herein by reference as
Exhibit 'B' ; or
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(iii) fraud or embezzlement; intentional
misconduct; or gross negligence which has
caused serious and demonstrable injury to
Global Crossing or its affiliates, except
that a good faith exercise of business
judgment shall not be deemed gross
negligence; or
(iv) egregious performance or failure to
perform your duties as Sr. Vice President
- Finance (other than for reason of
disability) which performance or failure
to perform continues beyond twenty-one
(21) days after a written demand for
substantial improvement in your
performance, identifying specifically and
in detail the manner in which improvement
is sought, is delivered to you by GCL;
provided that a failure to achieve
performance objectives shall not by
itself constitute Cause.
Upon notice by GCL to you that it is terminating your
employment pursuant to a Termination for Cause, the
'Termination Date' shall be the date on which such
notice is mailed or hand-delivered, or as otherwise
specified in the notice of termination, to you. Upon
Termination for Cause, you shall not be entitled to
receive any further compensation or payments hereunder
(except for Base Salary relating to your services
prior
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to the Termination Date and any earned but unpaid
Annual Bonus payments. Any unvested Global Crossing
Stock Options shall immediately cancel as of the
Termination Date. Vested Global Crossing Stock Options
shall be subject to the provisions of your stock
option agreement and the Global Crossing stock option
plan.
Withholdings: All payments set forth herein which are subject to
withholdings, shall be made less any required
withholdings.
Binding Arbitration: Any controversy arising out of or relating to this
Term Sheet or the Proprietary Information Agreement
shall be settled by binding arbitration in accordance
with the National Rules for the Resolution of
Employment Disputes of the American Arbitration
Association before a single arbitrator who shall be a
retired federal judge, and judgment upon the award
rendered may be entered in any court having
jurisdiction thereof. The costs of any such
arbitration proceedings shall be borne equally by GCL
and you. Neither party shall be entitled to recover
attorneys' fee or costs expended in the course of such
arbitration or enforcement of the award rendered
thereunder. The location for the arbitration shall be
New York City, New York
We look forward to your joining Global Crossing and Asia Global Crossing. Please
sign below and return to John Comparin via facsimile at 973-889-5970. If not
fully executed on or before May 2, 2000, this Term Sheet shall be void. The
foregoing terms are agreed to.
GLOBAL CROSSING LTD. AGREED:
A Bermuda corporation
By: /s/ John L. Comparin /s/ Joseph P. Perrone
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Name: John L. Comparin Joseph P. Perrone
Title: SVP Human Resources
Date: May 1, 2000 Date: May 1, 2000
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Employment Term Sheet - Global Crossing Ltd. and Joseph P. Perrone
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