June 22, 2021
Dear Gil Margolin,
Talkspace, Inc. (d.b.a. Talkspace) (the "Company") is very pleased to offer you the position of Chief Technology Officer reporting directly to the Company’s CEO with an anticipated start date of July 1, 2021. You shall devote your full working time, attention and best efforts to fulfill your duties and to further the business and interests of the Company. This agreement supersedes all prior offer letters, agreements, and any other documentation of employment.
Bonus. You will be eligible for an annual bonus under the Company’s annual incentive program (your “Annual Bonus”). Your target Annual Bonus will be equal to 50% of your Base Salary, evenly divided between Individual and Company goals. You have the potential to achieve up to 100% of your Base Salary based on achieving max goals as defined by the Talkspace Strategic Scorecard. Your Annual Bonus will be awarded based on the achievement of both individual and Company goals as communicated to you by the Company on an annual basis, and subject to the terms and conditions of the applicable program.
If you agree with and accept the terms of this offer of employment, please sign below and return this letter to me. This offer shall expire in three business days; however, if you need additional time to consider, please contact us at email@example.com. We look forward to having you join Talkspace.
Very truly yours,
/s/ Oren Frank
Oren Frank CEO
AGREED AND ACCEPTED BY:
/s/ Gil Margolin
Invention, Non-Disclosure, Non-Competition and Non-Solicitation Agreement
This Invention, Non-Disclosure, Non-Competition and Non-Solicitation Agreement (hereinafter referred to as the “Agreement”) is dated as of June 22, 2021 (hereinafter referred to as the “Effective Date”) and is between: Talkspace, Inc. (d.b.a. Talkspace) (hereinafter the “Company”), having a place of business at 2578 Broadway #607, New York, NY 10025, and Gil Margolin (hereinafter referred to in the first person as "I," "me" or "my").
In consideration for my engagement by the Company, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, I hereby agree as follows:
(i) are not made, conceived or reduced to practice during working hours; (ii) are not made, conceived or reduced to practice using the Company’s information, data or facilities; and (iii) do not relate to the present business of the Company, any business that is competitive therewith, or any future business in which the Company engages.
activities or products are directly or indirectly competitive with activities or products of the Company.
changes in my compensation, title or duties or any other terms or conditions of my engagement, including, without limitation, the termination of my engagement, shall affect the provisions of this Agreement except as stated herein.
I HAVE READ ALL OF THE PROVISIONS OF THIS AGREEMENT AND I UNDERSTAND, AND AGREE TO, EACH OF SUCH PROVISIONS, EFFECTIVE AS OF THE DATE FIRST ENTERED ABOVE.
Accepted and Agreed:
/s/ Oren Frank
/s/ Gil Margolin