{"id":39406,"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-network-computer-inc-and-jim-peterson.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-network-computer-inc-and-jim-peterson","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-network-computer-inc-and-jim-peterson.html","title":{"rendered":"Employment Agreement &#8211; Network Computer Inc. and Jim Peterson"},"content":{"rendered":"<pre>\n\n                                     [LOGO]\n\nApril 6, 1999\n\nMr. Jim Peterson\nP.O. Box 721026\nSan Jose, CA 95172\n\nDear Jim,\n\nWe are pleased to offer you employment as Vice President of Engineering \nOperations for Network Computer, Inc. Your annual salary will be $180,000 \nless applicable withholding. Your starting date will be pursuant to \ndiscussions with Steve Weinstein.\n\nAs an employee of NCI, you will be eligible to participate in a number of \nCompany-sponsored benefits, including health and medical benefits. The \nCompany has established a stock option plan, and upon Board of Directors' \napproval, the Company will grant you an option to purchase up to 250,000 \nshares of common stock with an exercise price equal to the fair market value \nas determined by the Board of Directors. The option will vest as follows: 25% \non the first anniversary of the date of hire, and monthly thereafter, in \nequal increments upon the completion of each of the next 36 months of \nservice. The option is granted subject to the terms of the Company's 1996 \nStock Option Plan and its related agreements. However, should the Company \nexperience a Change in Control within your first 12 months of service, which \nresults in the termination of your employment without Cause within 12 months \nof your hire date, you will become vested in 25% of your original option \ngrant, as if you had provided 12 months of service. For purposes of this \nletter, a termination of employment without Cause will include continued \nemployment (or an offer for continued employment) at a level below that for \nwhich you were originally hired.\n\nChange in Control is defined as (i) a proposed sale, transfer or disposition \nof all or substantially all of the Company's assets or (ii) the consummation \nof a merger or consolidation of the Company with or into another entity or \nany other corporate reorganization, if persons who own less than 50% of the \nCompany immediately prior to such merger, consolidation or other \nreorganization own immediately after such merger, consolidation or other \nreorganization 50% or more of the voting power of the outstanding securities \nof each of (A) the continuing or surviving entity and (B) any direct or \nindirect parent corporation of such continuing or surviving entity; provided, \nhowever, that a transaction or series of transactions in which Oracle \nCorporation sells or otherwise disposes of the securities of the Company, \nsuch that Oracle Corporation holds less than 50% of the Company's aggregate \noutstanding securities, shall not in itself be deemed a Change in Control. In \naddition, a transaction shall not constitute a Change in Control if its sole \npurpose is to change the state of the Company's incorporation or to create a \nholding company that will be owned in substantially the same proportions by \nthe persons who held the Company's securities immediately before such \ntransaction.\n\nCause is defined as: (i) non performance of job duties, (ii) the commission \nof any act of fraud, embezzlement or dishonesty, (iii) any unauthorized use \nor disclosure of confidential information or trade secrets of the Company (or \nany parent or subsidiary), or (iv) any other intentional misconduct adversely \naffecting the business or affairs of the Company (or any parent or \nsubsidiary) in a material manner. The foregoing definition shall not be \ndeemed to be inclusive of all the acts or omissions which the Company (or any \nparent or subsidiary) may consider as grounds for your dismissal or discharge \nor the discharge of any other person in the service of the Company (or any \nparent or subsidiary).\n\n                                [LETTERHEAD]\n\n\n\n                                   [LOGO]\n\nPAGE 2\nMr. Jim Peterson\n\nYour employment with the Company is not for a specific term and can be \nterminated by you or by the Company at any time for any reason, with or \nwithout cause. In the event of termination of your employment for reasons \nother than cause, you are entitled to six months salary severance, payable \nover the six months. We request that all of our employees, to the extent \npossible, give us advance notice if they intend to resign. Your employment \nwith the company is also contingent upon you executing the Proprietary \nInformation Agreement, Employment Agreement and upon you providing the \nCompany with the legally required proof of your identity. The Company also \nrequires proof of eligibility to work in the United States.\n\nTo confirm your acceptance of this employment agreement, please sign and date \nthis letter in the space provided below and return it to your manager. A \nduplicate original is enclosed for your records. This letter, along with \nother agreements referred to above, set forth the terms of your employment \nwith the Company. This agreement supersedes any prior representations or \nagreements between you and the Company, whether written or oral, and it may \nnot be modified or amended except by a document signed by an authorized \nofficer of the Company and you. This offer, if not accepted, will expire on \nApril 13, 1999.\n\nSincerely,\n\n\n\/s\/ Mitchell E. Kertzman\n\nNetwork Computer, Inc.\nBy:    Mitchell E. Kertzman\n       President and Chief Executive Officer\n\n\nI agree to and accept employment with Network Computer, Inc. on the terms set \nforth in this agreement.\n\n\n-------------------------------------------------------------------------------\nJim Peterson                                              Date\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8051],"corporate_contracts_industries":[9513],"corporate_contracts_types":[9539,9544],"class_list":["post-39406","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-liberate-technologies","corporate_contracts_industries-technology__software","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\/39406","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=39406"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39406"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39406"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39406"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}