{"id":39410,"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-new-air-corp-and-ann-rhoades.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-new-air-corp-and-ann-rhoades","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-new-air-corp-and-ann-rhoades.html","title":{"rendered":"Employment Agreement &#8211; New Air Corp. and Ann Rhoades"},"content":{"rendered":"<pre>                                                             NEW AIR CORPORATION\n                                               6322 SOUTH 3000 EAST, SUITE L-201\n                                                      SALT LAKE CITY, UTAH 84121\n                                                       TELEPHONE: (801) 947-7880\n                                                       FACSIMILE: (801) 944-4840\n\n                                  CONFIDENTIAL\n\nApril 12, 1999\n\nAnn Rhoades\nScottsdale, Arizona\n\nDear Ann:\n\nAs I have discussed with you, we are extremely excited to have you join the\nexecutive team at New Air. We know you will make a tremendous contribution to\nthe success of this unique start-up airline.\n\nThe purpose of this letter is present to you a written offer of employment with\nNew Air. The specific terms of our employment offer to you are as follows:\n\n      -     Your salary will be $300,000 per year.\n\n      -     You will also be entitled to participate in the company's profit\n            sharing plan, the details of which are still to be determined. (You\n            will play a major role in formulating New Air's profit sharing\n            plan.)\n\n      -     Your title will be Executive Vice President - People. You will serve\n            on New Air's five person Executive Planning Committee. (The other\n            members of this committee are Dave Barger, John Owen, Tom Kelly and\n            me.)\n\n      -     In addition to your responsibility for human resource matters, you\n            have indicated that you would like to be responsible for the\n            airline's flight attendants. We feel very good about having you in\n            charge of this critical aspect of the company's operations. You have\n            also expressed an interest in having a major role in marketing\n            matters. Subject to the demands imposed by your other\n            responsibilities, we would welcome your active involvement in the\n            company's marketing efforts. This involvement may even take the form\n            of having Amy Curtis report directly to you. As we have discussed,\n            we can work out the details of your marketing role after you start\n            working at New Air and are in a better position to assess how much\n            time you will have available.\n\n\n      -     As a very important part of your compensation package, you will\n            receive options to purchase 66,667 shares of New Air's common stock\n            at an exercise price per share of $3. (These figures are based on a\n            proposed stock split of the company's currently issued stock, which\n            we expect to complete in the near future. This stock split will\n            result in the company having about 10,000,000 outstanding and\n            reserved shares.) A portion of your options will come from the\n            option pool already set aside by the company, and a portion will\n            come from personal shares of mine that I will be selling back to the\n            company to enhance the option pool. All of your options will have\n            the same $3 exercise price.\n\n            Although no one can predict what, if anything, your stock options\n            will eventually be worth, the following details should be helpful to\n            you in assessing the potential value of your New Air options:\n\n                  -     The $3 exercise price assumes a current company\n                        valuation of about $30,000,000. The recent preferred\n                        financing was based on a valuation in excess of $150\n                        million. The preferred shareholders paid about $15.82\n                        per share, compared to your exercise price of only $3.\n\n                  -     We are hoping that within 3-4 years, New Air can have a\n                        market value in the range of $1 billion. (It is worth\n                        noting that at its peak, Valujet had a market value well\n                        over $2 billion.) If New Air were to achieve a $1\n                        billion market valuation, your options would be worth\n                        over $5 million. (This estimate takes into account some\n                        dilution in an IPO.)\n\n                  -     Almost all of the company's stock options will have a\n                        vesting period of at least five years. Given your\n                        special circumstances and the contribution you will make\n                        to New Air, we are willing to have your options vest 33%\n                        each year over three years.\n\n      -     You will also have the option of participating in a 401(k) plan\n            with a company match of at least 50% of the employee's\n            contributions.\n\n      -     We anticipate that New Air will use your outside consulting firm in\n            a variety of ways. We believe this will be a significant benefit to\n            New Air. We also assume and hope it will be an additional form of\n            potential compensation for you.\n\n      -     As an executive of New Air, you and your family will be entitled to\n            free, unlimited positive space travel on New Air.\n\nWe have also discussed in detail your desire to continue to live in Arizona. We\nanticipate that for the first two years of your employment, you will be in New\nYork an average of about two to three weeks a month. I assume that some months\nyou may come for rather long blocks of time;\n\n\nother months you may come to New York for several days each week. The company\nwill cover your travel expenses to and from New York, as well as your\naccommodations. (We will work with you to help reduce the cost of air travel\nthrough advance purchases, etc.) I can assure you that we will be flexible\nregarding the details of your work schedule.\n\nI believe this offer covers all of the items we have discussed. If there are any\nother issues you would like included in this letter, please let me know. If this\noffer is acceptable to you, please countersign this letter where indicated\nbelow.\n\nI look forward to hearing from you.\n\nBest regards,\n\n\n\/s\/ David Neeleman\n\nDavid Neeleman\nCEO\nNew Air Corporation\n\nAgreed to this 26 day of April, 1999.\n\n\n\/s\/ Ann Rhoades\n----------------------------------\nAnn Rhoades\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7939],"corporate_contracts_industries":[9521],"corporate_contracts_types":[9539,9544],"class_list":["post-39410","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-jetblue-airways-corp","corporate_contracts_industries-transportation__air","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\/39410","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=39410"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39410"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39410"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39410"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}