{"id":39615,"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-synplicity-inc-and-bernard-aronson.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-synplicity-inc-and-bernard-aronson","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-synplicity-inc-and-bernard-aronson.html","title":{"rendered":"Employment Agreement &#8211; Synplicity Inc. and Bernard Aronson"},"content":{"rendered":"<pre>Bernard Aronson\n[Address]\n\n\nRe: Updated Employment Offer\n\nJune 19, 1997\n\nDear Bernie,\n\nOn behalf of the Synplicity Board of Directors, I am pleased to confirm our\noffer of regular, full-time employment with Synplicity starting in July, 1997,\nas President and CEO of the Company. In this position you will report to the\nBoard of Directors, and you will also become a member of the Board of Directors.\nAs President and CEO, your powers and responsibilities will be those set forth\nin the Bylaws of the Company, as well as other duties that the Board assigns to\nyou.\n\nSalary: You will receive a starting base salary at a rate equivalent to $165,000\n------                                                                          \nper year. As a professional (exempt) employee, you will be paid on a salaried\nbasis, with paydays occurring semi-monthly, on the fifteenth and the last\nbusiness day of each month.\n\nBonus:  You will be eligible for a target annual bonus in the amount of $50,000\n-----                                                                          \nper year based on achieving specific objectives. The target bonus amount for\n1997 will be pro-rated to the number of months you are an employee of\nSynplicity, and the bonus objectives will be as approved by the Board within 60\ndays of you joining, based on Synplicity reaching certain 1997 P&amp;L revenue and\nprofit goals. The bonus objectives for subsequent years will be as approved by\nthe Board. You will receive a bonus for a given year only if you are an employee\non December 31 of that year.\n\nStock:  When you join the company, you shall be granted an Incentive Stock\n-----                                                                     \nOption (ISO) in accordance with the 1995 Synplicity, Inc. Stock Option Plan to\npurchase 6.0% of the fully diluted outstanding shares as calculated on the day\nbefore your first day of employment, at the then fair market value (which was\n$.20 per share at the most recent determination by the Board of Directors in\nJune 1997). Fully diluted outstanding shares means all outstanding common\nshares, including those issuable upon exercise of outstanding options, whether\nvested or not, and all common shares issuable upon conversion of outstanding\npreferred stock. The option will vest over a four-year period from your start\ndate, with 25% vesting after one year, and 1\/48th per month thereafter for the\nremaining three years. If you desire to purchase your shares in order to start\nyour capital gains holding period, your ISO will have a provision permitting\nexercise as to unvested shares, provided that you execute a Restricted Stock\nPurchase Agreement granting the company a repurchase right as to such unvested\nshares in the event of your termination of employment.\n\n \nIf all or substantially all of Synplicity's assets or outstanding shares are\nsold, or if Synplicity is a party to a merger as a result of which Synplicity\nshareholders do not own more than 50% of the surviving entity, and your\nemployment is terminated or constructively terminated without cause within six\nmonths after such sale or merger (\"Sales Transaction\"), this ISO will\nimmediately vest in full. Constructive termination will mean a resignation\nfollowing a change in business location outside the San Francisco Bay Area, a\nreduction in salary, or a diminution in responsibilities such that you no longer\nhave a role commensurate with the position of an executive officer or of a\nmanager in charge of a business unit which is similar in size to Synplicity.\n\"Cause\" will be defined as the determination by the board of directors that you\nhave refused to follow board directives, violated your non-disclosure agreement\nwith the company or your duties of loyalty or care, committed a felony or an act\nof moral turpitude or other action not becoming of an executive officer, engaged\nin actions which involved gross negligence or willful misconduct in the\nperformance of your duties, or the like.\"\n\nYou will also be granted another stock option to purchase 1.5% of the fully\ndiluted outstanding shares as calculated on the day before your first day of\nemployment. This stock option will vest 100% upon the fifth anniversary of your\nemployment, with accelerated vesting as to 100% of such shares upon the\neffective date of a Company IPO or the effective date of a Sales Transaction\nvaluing the Company at seventy-five million dollars or more.\n\nCurrent Company Benefits:\n------------------------ \nSynplicity offers a group medical and dental plan for employees, and a 401K plan\nwith some company matching. Synplicity allows 15 days of paid time-off per year\nfor vacation, sick time, and personal needs. Company holidays are New Year's\nDay, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and the day\nafter, and Christmas Day. We also have as holidays the first day of Rosh\nHashanah, and Yom Kippur. These last two holidays are floating, and can be used\nat another time after those dates, within the same year. You will receive more\ndetails from our HR manager when you join.\n\nWith your employment, comes the responsibility that you will honor any\nconfidentiality agreements you have signed with other companies. If you have any\nconfidential information or trade secrets, written, or otherwise known by you,\nyou agree not to bring them to Synplicity, and you agree not to use them on the\njob in any way. You attest that you have not signed a \"non-competition\"\nagreement or any other agreement that would prohibit you from working here. This\noffer is contingent upon reviewing any agreements with your current employer\nconcerning non-competition and confidentiality of information.\n\nYour employment is \"At Will\". Both you and Synplicity agree that your employment\nis completely voluntary in nature, and will not be for a specific duration or\nterm. This letter constitutes the full offer of employment and supersedes any\nprior discussions.\n\nBernie, we are very excited about the prospect of having you join us. We are\nconfident that with your leadership Synplicity will continue its early success\nand go on to become a highly successful company. You may accept this offer by\nsigning below and sending it back. We enthusiastically await your acceptance of\nthis employment offer and look forward to you officially joining us here at\nSynplicity.\n\n \nSincerely,\n\n\nKen McElvain, Director\n\n\nAlisa Yaffa, Chairman of the Board\n\n\/s\/ Alisa Yaffa\n----------------------             ---------------------    --------------------\nSignature                          Today's Date             Start Date\n\nI accept your offer of employment with all the terms and conditions described\nherein, and agree to sign, on my first day, Synplicity's standard employment\nconfidentiality agreement.\n\nThis offer is valid until June 10, 1997\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8999],"corporate_contracts_industries":[9513],"corporate_contracts_types":[9539,9544],"class_list":["post-39615","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-synplicity-inc","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\/39615","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=39615"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=39615"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=39615"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=39615"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}