Exhibit 10.63
March 21, 2006
Michael Zuckerman
195 North California Ave
Palo Alto, CA 94301
RE: Employment with Immersion Corporation
Dear Mike:
Immersion Corporation (the "Company" or "Immersion") is pleased to present
this offer for the position of Senior Vice President and General Manager of the
3D 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 would report
to Victor Viegas, CEO and President of Immersion Corporation.
Salary and Benefits. The initial base salary would be $200,000 annually,
payable in accordance with the Company's customary payroll practice, which is
bi-weekly. The offer would be for a full time, salaried, exempt position,
located at the offices of the Company, except for travel to other locations that
may be necessary to fulfill your responsibilities. Your performance will be
reviewed in January 2007 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, and you would also receive the Company's standard
employee benefits package. You will be eligible to participate in our variable
compensation program.
Stock Options: All existing option agreements will remain in place in
accordance with the associated terms and conditions. All Options, to the extent
unexercised and exercisable by the Employee on the date on which the Employee's
employment is terminated without Cause, may be exercised by Employee within six
(6) months after the Employee's employment is terminated but in any event no
later than the option expiration date as set forth in the Company's Plan.
Confidential Information. As an employee of the Company, you would have
access to certain Company confidential information and you may during the course
of your employment, develop certain information or inventions that would be the
property of the Company. To protect the interest of the Company, you would 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 would expect a long and profitable
relationship, you would 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. 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.
Termination With Cause: The Company reserves the right to discharge
employees for good cause. The following conduct, acts, or omissions are the only
event that constitute Cause under this paragraph, and may result in the
termination of employment:
>> Failure to accept orders or perform tasks to the satisfaction of a manager
>> Violation of policy, Code of Ethics, security
>> Failure to report hazardous conditions, neglect of duties, or unlawful acts
against the company, its employees, clients or vendors
>> Damage, destruction or loss of company property and theft
>> Release or disclosure of company confidential proprietary, or trade secret
information, omission, misrepresentation, or falsification of employment or
other data
>> Diversion or attempted diversion of company potential or current business
to other entities
>> Possession or use of illegal or unauthorized controlled substances during
working hours or in company facilities at any time
Termination Without Cause: The termination of Employee's employment by the
Company for any reason other than (i) for Cause, or (ii) for Employee's death or
permanent disability shall constitute a "Termination Without Cause." In the
event of a Termination Without Cause, Employee shall be entitled to the
following separation benefits provided that Employee executes a general release
of all known and unknown claims against the Company in a form acceptable to the
Company:
1. Continued payment of Employee's salary at his final Base Salary rate, less
applicable withholding, for twelve (12) months following his termination;
2. As of Employee's termination of employment, he will be entitled to elect to
purchase group health insurance coverage in accordance with federal law (COBRA).
If Employee timely elects COBRA coverage, the Company shall pay the premiums for
Employee's COBRA coverage for the following twelve (12) month period.
Thereafter, Employee may elect to purchase COBRA coverage at his own expense;
and
3. As of Employee's termination date, the Employee shall immediately vest an
additional twelve (12) months of his then unvested Company stock and Options.
Term of Offer: This offer will remain open until close of business on March
29, 2006. 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. Upon your signature below, this will become our binding agreement with
respect to the subject matter of this letter, superseding in their entirety all
other or prior agreements by you with the Company as to the specific subjects of
this letter, and will be binding upon and inure to the benefit of our respective
successors and assigns, and heirs, administrators and executors, will be
governed by California law, and may only be amended in writing signed by you and
the Company.
Sincerely,
/s/ Victor Viegas /s/ Tino Silva
- ----------------------------- -----------------------------
Victor Viegas Tino Silva
President/CEO Director of Human Resources
Agreed and Accepted:
/s/ Michael Zuckerman Date: 3/37/2006
- ----------------------------- -----------------------
Mike Zuckerman