{"id":39604,"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-pierre-cousin.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-storage-technology-corp-and-pierre-cousin","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-storage-technology-corp-and-pierre-cousin.html","title":{"rendered":"Employment Agreement &#8211; Storage Technology Corp. and Pierre Cousin"},"content":{"rendered":"<pre>\n01\/17\/00\n\n\nJanuary 17, 2000\n\nMr. Pierre Cousin\n3 Avenue du 8 Mai, 1945\nGuyancourt, France 78280\n\nDear Pierre:\n\nI am pleased to extend to you an offer of Vice President and General  Manager of\nthe Client  Server  Business  Group,  effective  February  15,  2000,  reporting\ndirectly to Victor Perez, EVP and Chief Operating Officer.  The compensation and\nbenefit  package  being  offered with this  position is outlined  below,  and is\nsubject to approval of the Board of  Directors.  Upon  acceptance  of your offer\nletter,  you will be asked to sign a Senior  Manager  Employment  Agreement that\nwill further  define  benefits and  responsibilities  that include the terms and\nconditions contained in this offer letter.\n\nYour annual base salary will be $275,000, 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 45% of your\nbase salary at the target level of performance,  90% at the stretch level.  This\nMBO incentive plan is measured on corporate  performance  and achievement of the\nMBO  goals.  A  portion  of any MBO  bonus  will be paid in the form of  equity,\nincluding  shares of common stock, or common stock  equivalents.  The details of\nthis plan are contained in a separate MBO document.  Your bonus will be prorated\nfrom your date of transfer and paid if earned, on the normal payment schedule.\n\nIn the event of your involuntary  termination  from  StorageTek,  other than for\ncause,  you will be entitled to receive a severance  payment equal to the sum of\none time your base salary for the fiscal year then in effect, plus one time your\ntarget  bonus,  whether or not such bonus would  otherwise  be  payable.  If you\naccept  this  offer,  the  current  performance-based  retention  bonus that was\nnegotiated  with Alain  Andreoli will be measured  based upon  client\/server\/SAN\nbusiness  objectives that we will agree upon. If earned, this bonus will be paid\nin February 2001.\n\nAlso, subject to the approval of the Board of Directors,  you will receive 5,000\nshares of  StorageTek  restricted  common  stock at par value,  $ .10 per share.\nThese  5,000  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  75,000  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. Seventy percent of\nyour options,  or 52,500 shares,  will vest in equal  increments of 33%, 33% and\n34% on the first through the third  anniversaries of the grant.  Thirty percent,\nor 22,500  shares,  will vest in six years from the date of the grant.  However,\nthe  vesting  schedule  for  these  options  can  be  accelerated  in  one-third\nincrements  if the Human  Resource  and  Compensation  Committee of the Board of\nDirectors  determines  that our financial goal (target  corporate NAT) have been\nmet. If we do not achieve our financial goals in a particular  year, the vesting\nof that portion of the option will occur in the sixth year.\n\nSubject  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\nAppropriate passports and visa(s) will be obtained for you and your family,\nand the cost paid for by StorageTek.  International Human Resources will\nassist you in these endeavors.\n\nYou will receive a car allowance for a leased vehicle of $550.00 per month, plus\nreimbursement for maintenance and insurance during the term of your assignment.\n\nStorageTek will reimburse you for your voluntary  contributions  into the French\nSocial Security System and any consequent U.S. taxes up to a maximum of $100,000\nper year for the term of your assignment. If you leave StorageTek voluntarily or\nStorageTek  terminates your employment for cause at any time during the two-year\nperiod,  you will be responsible for repayment of all monies paid on your behalf\nincluding the tax gross up.\n\nStorageTek  will also provide the relocation for you and your family from France\nto Colorado in accordance with the attached international assignment policy. The\npolicy also includes repatriation benefits, if needed.\n\nStorageTek  will  cover the  following  additional  expenses  for your move from\nFrance:\n\no  StorageTek will provide up to $4,500 per month to help you to obtain suitable\n   housing in the United States. You will be responsible for any U.\n   S. taxes resulting from this benefit.\no     The Company will provide an education allowance up to a total of\n   $14,000 per year to assist with the education of your accompanying\n   dependent children and any resulting U. S. taxes while you are on this\n   assignment.\no  Monthly air travel (advanced business purchase fares for International, coach\n   class in the United  States)  from Denver to Paris,  not to exceed  seven (7)\n   months.\no  Temporary  living for you during  the time you are  commuting,  not to exceed\n   seven (7) months.\n\nIf you leave StorageTek voluntarily or StorageTek terminates your employment for\ncause at any time the two year  assignment  for  reasons  other  than  change of\ncontrol,  you will be  responsible  for  repayment  of the  relocation  expenses\n(except your temporary living and travel home to France, not to exceed seven (7)\nmonths) pro-rated for the period of time you were in the position.\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 eligible to participate in the 401(k) plan immediately upon transfer and\nbegin  contributions in the next available payroll cycle. You may defer up to 18\npercent of your base income into the 401(k) plan. As of Jan. 1, 2000  StorageTek\nwill match 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 two times your initial\nbase salary.  At the  beginning of the next quarter  after your  transfer  date,\n$500,000 of this coverage will be provided  through an  individually  owned life\ninsurance  coverage  with the premium paid by the Company.  Your group term life\ninsurance coverage will be $50,000. The individually owned policy is a universal\nlife  policy  that you own and that  earns  cash  surrender  value.  A member of\nStorageTek's  compensation team will contact you regarding enrollment after your\nemployment date.\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 303-673-3132 or Tony Picardi at 303-661-6825.\nThis offer is valid through 1\/18\/00.\n\nI look forward to working with you as a key member of the StorageTek team!\n\nVery truly yours,\n\n\n\nVictor Perez\nEVP and Chief Operating Officer\n\nEnclosures:\n      Acceptance Copy\n      Proprietary Rights Agreement\n      1995 Equity Participation Plan\n      International Assignment Policy\n\n\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 for a definite term or alter at-will employment.\n\n\n\n\nPierre Cousin           Date\n\n\n\n\n\nAPPROVALS:\n\n\n\n\nDavid Weiss             Date\nChairman, Chief Executive Officer and\nPresident\n\n\n\n\n\nKaren Niparko                 Date\nChief Administrative Officer\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-39604","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\/39604","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=39604"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39604"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39604"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39604"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}