{"id":39165,"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-fogdog-inc-and-john-patrick-mcgovern.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-fogdog-inc-and-john-patrick-mcgovern","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-fogdog-inc-and-john-patrick-mcgovern.html","title":{"rendered":"Employment Agreement &#8211; Fogdog Inc. and John Patrick McGovern"},"content":{"rendered":"<pre> \nMarch 29th, 1999\n\nJohn Patrick McGovern\n2533 South Highway 101\nSuite 280\nCardiff by the Sea, CA 92007\n\nDear Pat.\n\nWe are pleased to offer you employment with Fogdog, Inc. (hereinafter \"Fogdog\")\nas General Counsel, with a start date of March 30th, 1999 and reporting to the\ncompany CFO.\n\nThe terms and commitments of your employment with Fogdog are as follows:\n\n     1.   You will be employed to work full time and exclusively for the\nCompany. This will be staged such that you will spend 20% of time during first\ntwo (2) weeks, 40% next two (2) weeks, 60% during the following four (4) weeks\nand 100% thereafter .\n\n     2.   Salary. Base salary of $10,000 per month, which is equal to $120,000\n          ------\nper year.\n\n     3.   Bonus. You will have the opportunity to earn a bonus in addition to\n          -----\nyour base salary. Performance targets to earn the bonus are to be determined,\nand shall be attached to this agreement as an addendum. The target for the bonus\nis 20% of your salary with the opportunity to earn more through performance\naccelerators (as attached). You must be employed by Fogdog at the time the bonus\nis payable to be eligible to receive the bonus.\n\n     4.   Stock Options. Subject to approval by the Board of Directors of Fogdog\n          -------------\nat the next scheduled meeting on March 31, 1999, we are pleased to offer you\nparticipation within Fogdog's stock option plan at a level of 135,000 common ISO\nshares. Options are vested over four years, with 33,750 options vesting at the\nend of the first 12 months and monthly vesting in equal increments thereafter.\nThe exercise price per share will be the fair market value (current value is\n$.22 per share) of the options as determined by the Board of Directors after\nyour start date.\n\nIn the event of an acquisition (Corporate Transaction) of the company during the\n1st six months of employment, six months of the first year's options, to the\nextent outstanding at that time but not otherwise fully exercisable, shall\nautomatically accelerate prior to the Corporate Transaction closing.  If the\nevent takes place during the second six months of the 1st year, the remainder of\nthe 1st year's option shall accelerate (up to a max of 6 months) thus yielding\n12 months of vesting in total.  No such acceleration shall occur if (i) the\noptions are assumed by any successor corporation, or (ii) such acceleration\nwould impact any pooling of interest.  In event (ii), the accelerated option\nwould be replaced with a cash incentive which preserves the spread existing on\nthe unvested option at the time of the Corporate Transaction (excess of fair\nmarket value of such option over the aggregate exercise price payable).\n\n     5.   Relocation Package.  You are eligible for reimbursement of allowable\n          ------------------                                                  \nrelocation expenses and other benefits, as described in the attached Relocation\nPolicy.  Additionally, we will offer you an additional relocation reimbursement\nof $10,000, to be used as you see fit for your moving and living expenses.\n\n                                      13\n\n\n \n     6.  Health Benefits.  For the duration of employment, you shall be entitled\n         ---------------                                                        \nto participate in the Company's health insurance, life insurance and disability\ninsurance plans to the extent permitted by law, that may from time to time be\nadopted by the Board.  The Company reserves the right to amend, modify or\nterminate any employee benefits at any time for any reason.  Your portion of the\ncost will be determined at enrollment based on plan selected.\n\n     7.  401(k).  For the duration of employment, you are eligible to\n         ------                                                      \nparticipate in Fogdog's 401(k) Savings Plan.  The Company reserves the right to\namend, modify or terminate this benefit at any time for any reason.\n\n     8.  Vacation.  You will accrue paid vacation days at a rate of one (1) day\n         --------                                                              \nper month of employment.\n\n     9.  Family &amp; Sick Leave.  You will accrue paid family and sick leave at a\n         -------------------                                                  \nrate of one-half day (1\/2) per month of employment.\n\n     10.  At Will Employment.  Your employment with Fogdog is at-will and can be\n          ------------------                                                    \nterminated or modified at any time, with or without cause, at the option of\neither you or Fogdog.  Fogdog's right to terminate your employment includes the\nright to reduce the scope of your duties and responsibilities and the amount of\nyour compensation.  This provision may be modified only in writing, signed by an\nofficer of the company.  Except as otherwise provided herein, upon the\ntermination of your employment with Fogdog, you shall immediately cease to\naccrue salary, vacation, benefits, vesting of stock options and all other\ncompensation.  If employment is terminated for reasons other than cause,\nemployee will be entitled to a 3 month severance package (salary and benefits\nonly).  For purposes of this offer letter \"cause\" is defined as Gross Negligence\nor a Felony Conviction.\n\n     11.  Expense Reimbursement.  Corporate travel and other company-related\n          ---------------------                                             \nexpenses incurred by you on your personal accounts shall be reimbursed.  Those\nexpenses plus any travel and company-related expenses incurred on any Fogdog\ncompany account are to be approved by your direct supervisor prior to event.\n\n     12.  Confidentiality.  For the duration of employment and after any\n          ---------------                                               \ntermination of employment, you will keep all Cedro information confidential and\nproprietary, including but not limited to, new product development, business\npractices, and corporate initiatives.  In any case, Fogdog will, at its sole\ndiscretion, provide written authorization to allow you to reveal such\ninformation.  You may be asked to sign additional confidentiality documentation.\n\nIf this offer of employment is acceptable to you, please sign a copy of this\nletter and return it to me.\n\nBest Regards,\n\n\/s\/ Tim Harrington\n\nTim Harrington\nChief Executive Officer\n\n                                      14\n\n\n \nI accept your offer of employment as outlined in this letter.  I acknowledge\nreceiving a copy of my job duties.  I understand that my employment can be\nterminated at any time, with or without cause.\n\nSignature                         Date\n\n\n\/s\/ John Patrick McGovern \n---------------------------------------------\n          John Patrick McGovern\n\n\n                                      15\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7560],"corporate_contracts_industries":[9494],"corporate_contracts_types":[9539,9544],"class_list":["post-39165","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-fogdog-inc","corporate_contracts_industries-retail__clothing","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\/39165","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=39165"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39165"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39165"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39165"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}