{"id":39280,"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-intelligent-systems-for-retail-inc.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-intelligent-systems-for-retail-inc","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-intelligent-systems-for-retail-inc.html","title":{"rendered":"Employment Agreement &#8211; Intelligent Systems for Retail Inc., Webvan Group Inc. and Chris Manella"},"content":{"rendered":"<pre>\n\nNovember 10, 1998\n\nChris Mannella\n9 Saint Ives Place\nGaithersburg, MD  20877\n\nDear Chris:\n\nWe are very pleased to extend you an offer to serve as the Vice President of\nMarketing for Intelligent Systems for Retail, Inc. (\"ISR\").\n\nWe at ISR believe that your skills, experience, and personal attributes will\nenable us to be a leader in the development of this internet commerce company.\n\nThis letter serves as an offer of employment to you from ISR. The terms of the\noffer supersede all prior oral and written communications between you and ISR or\nany representative thereof. If the terms below are acceptable, please sign and\nreturn one copy of the letter on or before Friday, November 13, 1998 to accept\nour offer of employment.\n\nPOSITION\n\nYour job title will be Vice President of Marketing.\n\nEFFECTIVE DATE\n\nYour first date to report to work at ISR, 1241 E. Hillsdale Blvd., Suite 210,\nFoster City, CA 94404, will be on or before Monday, December 7, 1998.\n\nDUTIES\n\nYou will report to Louis H. Borders, President &amp; CEO of ISR. Your primary\nresponsibility will be to develop, manage, and implement the marketing\nstrategies for ISR.\n\nYou will also be a member of the Executive Team with responsibility for\ndetermining the long term direction and goals of ISR, and for developing\nstrategies and tactics to meet those goals, along with all other duties as\nassigned.\n\nSALARY\n\nYour salary shall be $18,750.00 per month. This salary shall be paid bi-weekly.\nYour salary shall be reviewed each January on an annual basis in accordance with\nreview procedures established by the ISR Associate Handbook.\n\nWithin 90 days of your Commencement Date, by written notice to ISR, you may\nelect to reduce your annual salary by up to $50,000 for up to 50,000 additional\nshares of Common Stock (at a ratio of 1:1) at an exercise price equal to the\nfair market of the Common Stock at the date of grant. The general terms and\nconditions of this option will be the same as those for your 420,000 share\ngrant.\n\nMONTHLY ALLOWANCE\n\nIn addition, ISR will pay you $1,000.00 per month, included as part of your base\nsalary to help cover miscellaneous monthly expenses.\n\nINCENTIVE PLAN\n\nYou shall be granted an incentive stock option (the \"Option\") to purchase\n420,000 shares of ISR's common stock at an exercise price based on the company's\nfair market value, which will be determined by the Board of Directors as of your\nemployment commencement date. The Option shall vest at the rate of 25% of the\nshares subject to Option at the end of twelve months and at the rate of 6.25% of\nthe shares subject to Option each three months thereafter, so that 100% of the\nOption shall be vested after four years, subject to your continued full-time\nemployment with the Company as of each vesting date. Except as specified herein,\nthe Option is in all respects subject to the terms and conditions of the 1997\nStock Plan (the \"Stock Plan\") and standard form of option agreement (the \"Option\nAgreement\").\n\nBENEFITS\n\nYou will receive the standard benefits for full-time Associates at ISR. These\nstandard benefits are listed and explained in the ISR Associate Handbook,\nadministered via TriNet Employer Group. A copy of the policies and benefits\nsection of the handbook will be provided for your information.\n\nIn addition, ISR makes available a 401(k) plan to all employees at the beginning\nof the month following Employee's date of hire. Eligible Employees may elect to\ncontribute up to 15% of their salary to the 401(k) plan, subject to the legal\nmaximum per year. The company will match 100% of the first $500 and 25%\nthereafter up to a maximum Employer match of $2,000 per year of qualifying\nEmployee contributions. Further details will be provided in the 401(k) Plan\nHandbook at the time of enrollment.\n\n\n                                       2\n\nRELOCATION ALLOWANCE\n\nYou will receive a relocation allowance of up to $50,000 to cover the costs of\nyour relocation to California. This relocation allowance shall not exceed\n$50,000 and will be paid upon the presentation of actual receipts. In addition,\nISR will pay for all of your personal transportation and lodging costs during\nyour first 150 days of Employment.\n\nNON-DISCRIMINATION\n\nISR is an equal-opportunity employer, and will not discriminate against its\nemployees or applicants in any employment decision or practice because of race,\ncolor, religion, sex, national origin, marital status, pregnancy, age, ancestry,\nphysical handicaps, or medical condition.\n\nPROPRIETARY INFORMATION\n\nYou will be required, as a condition of employment, to sign a Proprietary\nInformation Agreement. A sample Proprietary Information Agreement is attached\nhereto.\n\nOUTSIDE WORK\n\nAll ISR Associates are expected to devote their full energies, efforts, and\nabilities to their employment. Accordingly, full-time Associates are not\npermitted to accept outside employment on a full-time or part-time basis without\nfirst obtaining their supervisor's written approval.\n\nAT-WILL EMPLOYMENT\n\nThe relationship between you and ISR will be for an unspecified term and will be\nconsidered at will. No employment contract is created by the existence of any\npolicy, rule or procedure in the ISR Associate Handbook, any ISR document, or\nany verbal statements made to you by representatives of ISR. Consequently, the\nemployment relationship between you and ISR can be terminated at will, either by\nyou or ISR, with or without cause or advance notice.\n\nIn the event that your employment with ISR is terminated without cause, ISR\nagrees that you will receive six months salary and benefits as severance. In\naddition to this six month severance package, you will continue to receive full\nsalary and benefits for a period of up to another six months or until subsequent\nemployment is obtained.\n\nPERSONNEL POLICIES\n\nISR has an Associate Handbook. The policies in the Associate Handbook govern the\nrelationship between ISR and its Associates. The policies are hereby\nincorporated by reference. Acceptance of this offer binds the offeree to follow\nthe policies.\n\n\n                                       3\n\nThis offer is contingent on compliance with the Immigration Reform and Control\nAct of 1986, which requires the company to verify that each employee hired is\nlegally entitled to work in the United States. Enclosed is a copy of the\nEmployment Verification form I-9, with instructions, as required by such act.\nPlease review and execute this document and be prepared to bring the appropriate\ndocumentation on the day you first report to work.\n\nWe look forward to your favorable consideration of this offer and to the\ncommencement of a long and rewarding relationship.\n\nSincerely,\n\n\/s\/ LOUIS BORDERS\n--------------------\nLouis Borders\nISR, President &amp; CEO\n\nI hereby acknowledge that I have reviewed the terms and conditions of this offer\nof employment and have had the opportunity to consult with counsel. I hereby\naccept the offer of employment upon the terms and conditions contained in this\nletter.\n\nAccepted: \/s\/ CHRIS MANNELLA                      Date: 11\/14\/98\n          ------------------  \n          Chris Mannella\n\n\n                                      4<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[9307],"corporate_contracts_industries":[9499],"corporate_contracts_types":[9539,9544],"class_list":["post-39280","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-webvan-group-inc","corporate_contracts_industries-retail__food","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\/39280","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=39280"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39280"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39280"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39280"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}