EXHIBIT 10.7
November 13, 2003
Tim Tight
590 Menlo Oaks Drive
Menlo Park, CA 94025
RE: Employment with Immersion Corporation
Dear Tim:
Immersion Corporation (the "Company" or "Immersion") is pleased to present
this offer for the position of Vice President and General Manager, Industrial
Business Group, on the terms set forth in this agreement, effective upon your
acceptance by execution of a counterpart copy of this letter where indicated
below.
Reporting Duties and Responsibilities. In this position, you will report
to the CEO and will be responsible for developing the markets, customers and
alliances needed to build a large and profitable revenue stream in our
Industrial Business Group. This segment will include our Automotive, 3D and
Industrial businesses. You may also be tasked with other responsibilities as
identified by the CEO.
Salary and Benefits. Your initial base salary will be $180,000 annually,
payable in accordance with the Company's customary payroll practice, which is
bi-weekly. This offer is for a full time, salaried, exempt position, located at
the San Jose offices of the Company, except as travel to other locations that
may be necessary to fulfill your responsibilities. Your performance will be
reviewed in January 2004 during our company's focal review process, and annually
thereafter, that will be based on an achievement of a number of revenue and
profit margin targets. You will be eligible to participate in our variable
compensation program. The details of your 2004 variable compensation are
detailed in the attached Addendum A. You will also receive the Company's
standard employee benefits package. A copy of our current benefits package is
enclosed but may be subject to change at any time.
Stock Options. Effective upon board approval, the Company will grant you
an option to purchase 300,000 shares of the Company's Common Stock pursuant to
the Company's stock option plan and standard stock option agreement. All options
will have an exercise price that will be equal to the fair market value of the
Company's Common Stock at the date of grant. The options will become exercisable
over a four-year exercise schedule with 25% of the shares vesting at the end of
your first twelve months of service, and with an additional 2.083% vesting per
month thereafter, at the close of each month during which you remain employed
with the Company.
Confidential Information. As an employee of the Company, you will have
access to certain Company confidential information and you may during the course
of your employment, develop certain information or inventions that will be the
property of the Company. To protect the interest of the Company, you will need
to sign the Company's standard "Employee Inventions and Confidentiality
Agreement" as a condition of your employment. A copy of the agreement is
attached for your review. We wish to impress upon you that we do not wish you to
bring with you any confidential or proprietary material of any former employer
or to violate any other obligation to your former employers.
At-Will Employment. While we look forward to a long and rewarding
relationship, should you decide to accept our offer, you will be an at-will
employee of the Company, which means the employment relationship can be
terminated by either of us
for any reason at any time. Any statements or representations to the contrary
(and indeed, any statements contradicting any provision in this letter) should
be regarded by you as ineffective. The provisions of this offer letter may only
be modified by a document signed by you and the CEO of the company. Further,
your participation in any stock option or benefit program is not to be regarded
as assuring you of continuing employment for any particular period of time.
Benefits Upon Resignation or Termination Due to Death or Permanent
Disability. In the event of your voluntary resignation from employment with the
Company, or in the event that your employment terminates as a result of death or
Permanent Disability, you shall be entitled to no compensation or benefits from
the Company other than those earned through the date of your termination or in
the case of any Options, vested through the date of your termination. In the
event of your voluntary resignation from employment, you agree to provide the
Company with 20-business days notice, in writing. The Company may accept all or
part of your notice and agrees to provide you with pay in lieu of notice as
appropriate.
For purposes of this letter, "Permanent Disability" means that you (i) have been
incapacitated by bodily injury or disease so as to be prevented thereby from
engaging in the performance of your duties following reasonable accommodation on
behalf of the Company; (ii) such total incapacity shall have continued for a
period of sixty (60) days; and (iii) such incapacity will, in the opinion of a
qualified physician, be permanent and continuous during the remainder of your
life.
Benefits Upon Other Termination: You agree that the Company may terminate
your employment at any time, with or without cause. In the event of the
termination of your employment by the Company for the reasons set forth below,
you shall be entitled to the following:
Termination for Cause: If the Company terminates your employment for
Cause, as defined below, you shall be entitled to no compensation or benefits
from the Company other than those earned, or in the case of any Options, vested
through the date of you termination. For purposes of this letter agreement, a
termination "for Cause" occurs if the Company for any of the following reasons
terminates your employment: theft, dishonesty, or falsification of any
employment or Company records; your conviction of a felony or of any criminal
act which impairs your ability to perform your duties with the Company; your
consistent poor performance, as determined by the CEO in his sole discretion;
your improper use or disclosure of the Company's confidential or proprietary
information; any intentional act by you that has a material detrimental effect
on the Company's reputation or business; or any material breach of the terms of
this letter agreement by you, which breach, if curable, is not cured within
thirty (30) days following written notice of such breach from the Company.
Termination Without Cause: The termination of your employment by the
Company at any time for any reason other than (i) for Cause, or (ii) for your
death or Permanent Disability, shall constitute a "Termination Without Cause."
In the event of a Termination Without Cause, you shall be entitled to the
following separation benefits provided that you execute a general release of all
known and unknown claims against the Company in a form acceptable to the
Company:
continued payment of your salary at your final Base Salary rate, less
applicable withholding, for six (6) months following your termination;
as of your termination of employment, you will be entitled to elect to
purchase group health insurance coverage in accordance with federal law (COBRA).
If you timely elect COBRA coverage, the Company shall pay the premiums for your
COBRA coverage for a six (6) month period. Thereafter, you may elect to purchase
COBRA coverage at your own expense.
Authorization to Work. The Immigration Reform and Control Act of 1986
requires you, within three business days of hire, to present documentation
demonstrating that you have authorization to work in the United States.
Acceptable documentation is shown on the enclosed form titled Employment
Eligibility Verification (Form I-9). Please bring this form to work along with
the appropriate documentation to the new employee orientation on your first day
of employment. If you have questions about this requirement, which applies to
U.S. citizens and non-U.S. citizens alike, please contact our Human Resources
department.
Arbitration Provision. In the event of any dispute or claim relating to or
arising out of this letter agreement, the employment relationship, or the
termination of that relationship for any reason (including, but not limited to,
any claims of breach of contract, wrongful termination, fraud, retaliation,
discrimination or harassment), the parties agree that all such disputes shall be
fully, finally and exclusively resolved by binding arbitration conducted by the
American Arbitration Association in Santa Clara County, California. The parties
hereby waive their respective rights to have any such disputes or claims tried
to a judge or jury. Provided, however, that this arbitration provision shall not
apply to any claims for injunctive relief by you or the Company and shall not
apply to any disputes or claims relating to or arising out of the misuse or
misappropriation of trade secrets or proprietary information.
Term of Offer. This offer will remain open until close of business on
Friday, November 14, 2003. If you decide to accept our offer, and we hope that
you will, please sign the enclosed copy of this letter in the space indicated
and return it to me. This letter agreement and the Inventions and
Confidentiality Agreement and Stock Option Agreement referred to above
constitute the entire agreement between you and the Company regarding the terms
and conditions of your employment, and they supersede all prior negotiations,
representations or agreements between you and the Company. California law will
govern this letter agreement.
Start Date. This offer is made with the understanding that you will start
employment with Immersion on or about November 17, 2003. For purposes of this
Agreement, the term "start date" shall mean the day on which you commence
employment with the Company.
Tim, we are excited and pleased to have you join the Immersion team in
this exciting role and we look forward to a mutually beneficial working
relationship.
Sincerely,
/s/ Victor Viegas /s/ Rose Ramos
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Victor Viegas Rose Ramos
President and CEO Human Resources
Agreed and Accepted By:
/s/ Tim Tight 11/14/03
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Tim Tight Date
Addendum A
This Addendum A to the Employment with Immersion Corporation offer letter
identifies your 2004 variable compensation program details. Please see the
Immersion FY2004 Commission Plan for a more complete description of the
Immersion plan including objectives, eligibility, administration, plan design
and example calculations.
QUARTERLY QUOTA ACHIEVED
<70% QPF = 0
70% to < 90% QPF = 50%
90% and above QPF = 100%
YTD REVENUE
$0 to $9M Commission rate = 1.0%
>$9M Commission rate = 2.0%
Commission paid for the quarter is the QPF multiplied by the YTD revenue
commission rate times the quarterly revenue of your Business Group.