{"id":38913,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-amazon-com-inc-and-diego-piacentini.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-amazon-com-inc-and-diego-piacentini","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-amazon-com-inc-and-diego-piacentini.html","title":{"rendered":"Employment Agreement &#8211; Amazon.com Inc. and Diego Piacentini"},"content":{"rendered":"<pre>\n                                                                   Exhibit 10.11\n\nJanuary 17, 2000\n\nMr. Diego Piacentini\n20090 Segrate (Milano)\nItaly\n\nRE:  Offer of Employment\n\nDear Diego:\n\nOn behalf of Amazon.com Inc. (the \"Company\") and its affiliates, I am very\npleased to offer you the position of Sr. Vice President, International. This\nletter clarifies and confirms the terms of your employment with the Company.\n\nStart Date\nUnless we mutually agree otherwise, you will commence employment on or before\nApril 15, 2000.\n\nSalary\nYour starting salary will be $175,000 annualized payable monthly in accordance\nwith the Company's standard payroll practice and subject to applicable\nwithholding taxes. Because your position is exempt from overtime pay, your\nsalary will compensate you for all hours worked. Your base salary will be\nreviewed annually by the Board of Directors or its Compensation Committee, and\nany increases will be effective as of the date determined by the Board or its\nCompensation Committee. If in the future, Amazon.com establishes an Italian\ncompany and the terms of the then current tax treaty between the US and Italy\nallow, your compensations will not be subject to U.S. social security\nwithholding.\n\nSigning Bonus\nIn appreciation for your decision to join us, the Company will pay you a signing\nbonus in the amount of $1,900,000, payable in two installments ($1,000,000\npayable on the date of your first regular paycheck and $900,000 payable on the\ndate of your paycheck following the anniversary of your start date) in\naccordance with the Company's standard payroll practice and subject to\napplicable withholding taxes. If your employment with the Company ends as a\nresult of voluntary termination or termination for cause prior to the first\nanniversary of your Start Date, you will be responsible for reimbursing the\nCompany for the first $1,000,000 bonus, on a pro-rated monthly basis. If your\nemployment with the Company ends as a result of voluntary termination or\ntermination for cause after the first anniversary of your Start Date but before\nthe second anniversary, you will be responsible for reimbursing the Company for\nthe second $900,000, on a pro-rated monthly basis.\n\nBenefits\nYou will also be entitled, during the term of your employment, to such vacation,\nmedical and other employee benefits as the Company may offer from time to time,\nsubject to applicable eligibility requirements. The Company does reserve the\nright to make any modifications in the benefits package that it deems\nappropriate. The Company's Current vacation policy is to provide you with two\nweeks paid vacation per year in the first year of you employment and three weeks\nper year thereafter during the term of your employment. You are also eligible to\nparticipate in Amazon.com's 401(k)-retirement plan the first quarter after 90\ndays of employment and to enroll in our major medical plan on the first entry\ndate following the commencement of your employment. Relocation benefits as\ndiscussed will also be included, a summary of which will be provided.\n\n \nStock Options\nAs we discussed, The Company takes a long-term approach to investment, and its\nemployees are its most important investment. Our compensation structure is\nweighted towards equity ownership because we believe we will create the most\nvalue for the Company and its shareholders over time by having employees think\nand act like, and therefor be, owners. To this end, and subject to Board of\nDirectors' approval, you will be granted a 10-year option to purchase 300,00\nshares of Amazon.com common stock. This option will vest at the rate of 60,000\nshares at the end of your first year of employment. The remaining shares will\nvest at the rate of 60,000 shares at the end of years 2 through 5 of your\nemployment. In addition, you will be granted a 10-year option to purchase 300,00\nshares of Amazon.com common stock, which will vest at the rate of 60,000 shares\nat the end of each year of employment after the first 5 years of employment. The\nstrike price on your stock option grants will be the fair market value per share\nof such stock on the later of the Start Date or the date that the Compensation\nCommittee approves your grants. Your option will be documented by delivery to\nyou of a Stock Option Letter Agreement specifying the terms and condition of the\noption.\n\nRelocation\nAs discussed, the Company will provide relocation assistance for you and your\nfamily to relocate from your current residence to Seattle, Washington, USA.\nPlease see attachment A for specific information.\n\nExpatriate Benefits\nAs an expatriate to the United States of America, the Company will provide\ncertain expatriate benefits to assist you and your family in your expatriation\nto the United States. Please see attachment B for specific Information.\n\nEmployment at Will\nIf you accept our offer of employment, you will be an employee-at-will, meaning\nthat either you or the Company may terminate our relationship at any time for\nany reason, with or without cause. Any statement to the contrary that may have\nbeen made to you, or that may be made to you, by the Company, its agents, or\nrepresentatives are superseded by this offer letter.\n\nConfidentiality, Non Competition and Invention Assignment Agreement\nAs a condition of your employment pursuant to this offer letter, we do require\nthat you sign the enclosed Confidentiality, Non-competition and Invention\nAssignment Agreement. The Company's willingness to grant you the stock options\nreferred to above is based in significant part on your commitment to fulfill the\nobligations specified in that agreement. In exchange for you agreement with the\nterms of the Confidentiality Agreement, the Company will pay you $400,000 upon\nthe start of you employment.\n\nYou should know that the agreement will significantly restrict your future\nflexibility in many ways. For example, you will be unable to seek or accept\ncertain employment opportunities for a period of 18 months after you leave the\nCompany. Please review the agreement carefully and, if appropriate have your\nattorney review it as well.\n\n \nAdditional Provisions\nThe terms described in this letter, if you accept this offer, will be the terms\nof your employment, and this letter supersedes any previous discussions or\noffers. Any additions or modifications of these terms would have to be in\nwriting and signed by you and an officer of the company.\n\nIf you wish to accept employment with the company, please indicate so by signing\nboth copies of this letter and both copies of the enclosed Confidentiality ,\nNon-competition and Invention Assignment Agreement, retaining on of each for you\nfiles and returning the other to Joe Galli on or before 1-21-00, upon which date\nthis offer will expire.\n\nWe are excited about the possibility of your joining us. I hope that you will\naccept this offer and look forward to a productive and mutually beneficial\nworking relationship. Please let me know if I can answer any questions for you\nabout any of the matters outlined in this letter.\n\nSincerely,\n\n\/s\/ Joe Galli\n\nJoe Galli\nPresident &amp; COO\nAmazon.com, Inc.\n\nACCEPTANCE\nI accept employment with Amazon.com, Inc. Under the terms set fourth in this\nletter:\n\n\/s\/ Diego Piacentini                January 21, 2000\n-------------------------------     ------------------------\nSignature                           Date\n\nPrinted Name: DIEGO PIACENTINI      Start Date:\n             ------------------                -------------\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6645],"corporate_contracts_industries":[9492],"corporate_contracts_types":[9539,9544],"class_list":["post-38913","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-amazoncom-inc","corporate_contracts_industries-retail__books","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/38913","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=38913"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=38913"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=38913"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=38913"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}