{"id":39589,"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-storage-technology-corp-and-alain2.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-storage-technology-corp-and-alain2","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-storage-technology-corp-and-alain2.html","title":{"rendered":"Employment Agreement &#8211; Storage Technology Corp. and Alain Andreoli"},"content":{"rendered":"<pre>\nJanuary 24, 2000\n\n\nMr. Alain Andreoli\nXX XXXXXX XXXX\nXXXXXXX XXXX,\nXXXXXX\n\nDear Alain,\n\nI am  pleased to extend to you an offer of  Corporate  Vice  President,  General\nManager for International Operations,  Global Services, and e-Business effective\nJanuary 1, 2000,  reporting  directly to David Weiss,  the Chairman or the Chief\nExecutive  Officer or the President.  The compensation and benefit package being\noffered with this corporate  officer  position is outlined below, and is subject\nto approval of the Board of Directors. Upon acceptance of your offer letter, you\nwill be asked to sign an Employment  Agreement for Corporate  Officers that will\nfurther define  benefits and  responsibilities  which will include the terms and\nconditions  contained  in this  offer  letter.  A draft  of  this  agreement  is\nsubmitted for your review.\n\nYour annual base salary will be $325,000, and you will be considered for a merit\nincrease  effective  January 2001.  You will be eligible to  participate  in the\nStorageTek  MBO Plan.  For 2000,  your MBO target  incentive will be 60% of your\nbase salary at the target level of performance,  120% at the stretch level. This\nMBO  incentive  plan is  measured  based  upon  75%  for  your  geographic  area\nperformance and 25% on corporate performance.  Currently, a portion, 25%, of any\nMBO bonus will be paid in the form of equity,  including shares of common stock,\nor common  stock  equivalents.  The details of this plan will be  contained in a\nseparate MBO document and will be jointly  agreed upon by you and me. Your bonus\nwill be paid if earned, on the normal payment schedule in February 2001.\n\nAlso, subject to the approval of the Board of Directors,  you will receive 7,500\nshares of  StorageTek  restricted  common  stock at par value,  $0.10 per share.\nThese  7,500  shares  will  vest  six  years  from  the  date of  grant,  unless\naccelerated.  The  vesting  can  accelerate  to the  first,  second,  and  third\nanniversaries  of the grant date through  accomplishment  of certain  objectives\nthrough the year.  You and I will jointly  define the  performance  criteria for\nthese restricted shares.\n\nFurther,  subject to the  approval of the Board of  Directors,  StorageTek  will\ngrant to you a stock  option to purchase  200,000  shares of  StorageTek  common\nstock, at a price to be determined on the day the option is granted.  The option\nwill be granted  pursuant  to the terms and  conditions  of the  Company's  1995\nEquity  Participation  Plan which is attached  for your  review.  140,000 of the\nstock  options will vest in increments of 33%, 33%, and 34% on the first through\nthe third  anniversaries of the grant.  60,000 of the stock options will vest on\nthe sixth  anniversary of the date of grant;  however,  the vesting schedule for\nthese options may be accelerated  based upon the  appreciation of the StorageTek\nstock price. A portion of the shares,  30,000  shares,  will vest if the closing\nprice of a share of  StorageTek  common  stock on the NYSE,  for 20  consecutive\ntrading  days,  equals or exceed 150% of the  closing  price of the stock on the\ndate the stock is  granted,  as reported  in The Wall  Street  Journal;  and the\nremaining 30,000 shares will be accelerated if the closing price of a share, for\n20 consecutive  trading days, equals or exceeds 200% of the closing price of the\nstock on date the stock is granted.\n\n Subject to the  approval  of the Board of  Directors  and then  current  market\nconditions,  you may  participate  in the annual Stock Option Plan.  The current\nallocation model projects annual options grants. The actual amount will be based\nupon current methodology at the time of the grant.\n\nAs a corporate  officer,  you are expected to comply with the Corporate  Officer\nOwnership  Guideline for corporate  vice  presidents,  which is currently  2,500\nshares.  You have three (3) years to accumulate  the shares.  You need to retain\nownership of 2,500 shares or common stock equivalent,  during the course of your\nemployment to comply with the Corporate Officer  Ownership  Guideline as amended\nfrom time to time.\n\nAppropriate  passports and visa(s) will be obtained for you and your family, and\nthe cost  paid for by  StorageTek.  Human  Resources  will  assist  you with the\ndevelopment and filing of these applications.\n\nStorageTek  will also provide the relocation for you and your family from London\nto Colorado in accordance with the attached  international  transfer policy. The\npolicy also includes repatriation benefits, if needed.\n\nTo assist you with your  relocation,  StorageTek  will provide a forgivable loan\nwhich will be  grossed  up for tax  purposes,  in the  amount of  $300,000  plus\nimputed  prime + 1%,  forgiven  over a three  year  period,  in order for you to\nobtain  permanent  housing in the United States.  This loan will be payable when\nand if you  purchase  a home in the  Louisville  area.  If you leave  StorageTek\nvoluntarily  or  StorageTek  terminates  your  employment  for cause at any time\nduring the term of the loan for reasons  other than change of control,  you will\nbe responsible for repayment of the loan including tax gross- up,  pro-rated for\nthe period of time you were in the position, at a rate of 8.33% per quarter. Any\ntax gross-up due will be based upon actual gross-up amounts paid and incurred as\nof that point in time.\n\nStorageTek  will  directly pay into the French  Social  Security  System on your\nbehalf to provide you coverage for  disability and pension for a period of up to\nthree years  beginning upon your date of transfer to the United States while you\nare  employed  by  StorageTek.  Attachment  #1 lists the  agreed  categories  of\ncoverage and amounts estimated based upon your actual earnings. It is understood\nthe amounts will be adjusted every year with your earnings growth.  If you leave\nStorageTek voluntarily or StorageTek terminates your employment for cause at any\ntime during the three year period,  you will be responsible for repayment of all\nmonies  paid on your  behalf,  pro-rated  for the period of time you were in the\nposition. Your maximum repayment exposure is $ 100,000.\n\nStorageTek also offers a deferred compensation  program.  Under this program you\nmay defer up to 50% of your  base  salary  and 75% of your  bonus  amount.  Your\ndeferred  income is credited with an interest rate equal to the ten-year  T-Bill\nrate plus 2.5 points.  You will be provided further  information  regarding this\nprogram.\n\nYou are also  eligible  to  participate  in the  401(k)  plan  immediately  upon\ntransfer and begin  contributions  in the next available  payroll cycle. You may\ndefer up to 18 percent of your base income into the 401(k) plan. StorageTek will\nmatch 100  percent of the first  three  percent of your  annual  base pay and 50\npercent  of the next four  percent  of your base  pay.  You will have  immediate\nownership (be fully vested) of the first three percent  match.  StorageTek's  50\npercent  match of your next four percent  contribution  will be vested after two\nyears of service.\n\nYou will  receive  life  insurance  coverage  in the amount of three  times your\ninitial base salary effective January 1, 2000.  Subject to approval by the Board\nof Directors, $850,000 of this coverage will be provided through an individually\nowned life insurance  coverage with the premium paid by the Company.  Your group\nterm life insurance coverage will be $50,000. The individually owned policy is a\nuniversal life policy that you own and that earns cash surrender value. A member\nof StorageTek's  compensation  team will contact you regarding  enrollment after\nyour employment date.\n\nAs a corporate vice president,  you are eligible to receive  severance  benefits\nunder the terms of the Corporate Officer  Agreement,  which is attached for your\nreview.\n\nIn addition, the following executive perquisites are currently in effect for\ncorporate officers:\no     First class air travel domestically, business class internationally.\no     Financial and tax consulting expenses up to 1% of your base pay annually.\nAs part of your relocation benefit, StorageTek will pay for your tax preparation\n   for the 3 year period in France, the UK and the USA.\no  Car  allowance  for a  leased-quality  vehicle  of $550.00  per  month,  plus\n   reimbursement for maintenance and insurance.\no  Executive vacation program allowing vacation as business  conditions dictate.\n   There is no defined limit, and therefore, no vacation accrual.\no  Supplemental   executive  health  insurance   program  which  will  reimburse\n   qualified  health and welfare  expenses for you and your family which are not\n   covered by our standard plan. This has an annual limitation of $5,000.00.\n\nYou will be eligible for the standard United States  benefits  package upon your\ndate of  transfer to the United  States.  While in Europe  (until your  transfer\ndate),  you will remain  entitled to your current  benefits  package,  including\nmedical,  insurance,  housing,  social  security,  pension,  autos,  etc.  (  no\nduplicate but continued benefits ).\n\nYou will be eligible for  reimbursement of your maternity  medical expenses that\noccur  in the US at the  same  level  available  to you in the UK  through  your\nparticipation  in the US medical plan,  combined with the $5000 officer  medical\nbenefit and any supplemental  reimbursement that may be needed to keep you whole\nwith the UK benefit currently available to you.\n\nWe will honor your current  assignment  agreement (France to the UK) relative to\nyour tax situation, and provide protection for tax exposure that results of your\nsubsequent relocation from the UK to the US. We will evaluate your tax situation\nduring your  assignment in the UK assuming  there is no  significant  additional\ncost to STK.\n\nThe  offer is  contingent  upon your  signing  StorageTek's  proprietary  rights\nagreement  and  identification  of  pre-employment  commitments  form  which are\nenclosed for your review. These enclosures define your obligations to StorageTek\nwith  regard  to  disclosure  and  dissemination  of  confidential  information,\nownership of  intellectual  property,  disclosure  of existing  obligations  and\ncommitments, and non-raiding obligations.\n\nPlease  review and sign the  enclosed  documents,  and return  them along with a\nsigned  acceptance  copy of this letter in the enclosed  self-addressed  stamped\nenvelope.\n\nIf you have any questions  regarding the conditions of this offer, please do not\nhesitate to contact me at  XXX-XXX-XXXX or Karen Niparko at  XXX-XXX-XXXX.  This\noffer is valid through January 27th,  2000. If you accept this offer,  your date\nof transfer, as we discussed, will be approximately April 2000.\n\nI look forward to working with you as a key member of the StorageTek team!\n\nVery truly yours,\n\n\n\nDavid Weiss\nChairman, Chief Executive Officer and President\n\nEnclosures:\n      Acceptance Copy\n      Proprietary Rights Agreement\n      1995 Equity Participation Plan\n      Employment Agreement for Corporate Officers\n      International Assignment Policy\n\n\n\n\n\n\n\nI accept the offer as outlined above and understand  that my acceptance does not\ncreate an employment  contract and the detailed terms of my employment  contract\nwill be agreed following appropriate legal advise.\n\n\n\n\nAlain Andreoli                Date\n\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8959],"corporate_contracts_industries":[9508],"corporate_contracts_types":[9539,9544],"class_list":["post-39589","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-storage-technology-corp","corporate_contracts_industries-technology__hardware","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\/39589","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=39589"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39589"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39589"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39589"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}