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EXHIBIT 10.3
June 20, 2000
CONFIDENTIAL
Dennis Kilian
28 Bushmint Place
Alamo, CA 94507
Dear Dennis:
We are very pleased to extend an offer to you to join the General Magic team as
Senior Vice President Sales, reporting to Steve Markman. This letter sets out
the terms of your employment with General Magic. You will be paid a base salary
of $7,692.31 every two weeks ($200,000 annualized), less applicable withholding.
In addition, we agree to cover any overnight accommodations resulting from
General Magic's business needs. You will also receive our standard benefit
package as described in the Benefits Summary included in this package.
As Senior Vice President Sales, you will have the opportunity to earn a
performance bonus in accordance with General Magic's Performance Bonus Plan, as
such plan may be modified over time. This Plan is based upon your achievement of
certain performance-based objectives as agreed to by you and your manager, as
well as the achievement of certain fiscal Company objectives. Bonus payments, if
any, shall be made in accordance with General Magic's Performance Bonus Plan and
will be paid quarterly. Your annual target bonus is set at 60 percent of your
base pay.
Subject to the approval of General Magic's Board of Directors ("the Board"), you
will be granted an incentive stock option to purchase 200,000 shares of Common
Stock under the Company's stock option plan at an exercise price equal to the
fair market value of that stock on your option grant date. Your options will
vest over a period of four years at the rate of 1/4 at the end of twelve months
of employment, and 1/48th each month thereafter, and will be subject to the
Company's stock option plan and the standard form of stock option agreement.
Board meetings typically occur once each quarter, and the fair market value of
the Company's stock may change based on the Company's financing activities,
technical and business success, and other factors.
As a condition of your employment, you will be required to sign General Magic's
standard Employee Proprietary Information Agreement, without modification, on
your first day of work. In addition, you will also be required to provide
evidence of your identity and eligibility for employment in the United States.
It is imperative that you bring appropriate documentation with you on your first
day of employment; you cannot be put on General Magic's payroll without it. The
required documentation is described within this package.
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General Magic's employment relationship with all employees is an "at-will"
arrangement where the employment relationship is voluntary, for no specified
term, and based on mutual consent. As such, your employment may be terminated by
you or General Magic at any time, with or without cause or advance notice.
This offer is contingent upon the satisfactory completion of your reference and
background checks.
This offer is valid until end of day Wednesday, June 21, 2000. The terms and
conditions of this offer letter and the proprietary agreement referenced above,
supersede any prior written or oral communications with you concerning your
employment at General Magic. The provisions of this agreement regarding "at
will" employment may only be modified by a document signed by you and the
President of General Magic. Please indicate your acceptance of these terms and
conditions by signing and dating the enclosed original of this letter and
returning it to Elena Morera in Human Resources. Please retain the duplicate for
your records.
Your acceptance of our offer represents a unique opportunity for us both to grow
and succeed. We want to thank you in advance for your faith in us, and for the
commitment you have made to our common vision. We look forward to working with
you.
Welcome to General Magic!
GENERAL MAGIC, INC.
/s/ Steve Markman
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Steve Markman
Chairman of the Board,
President and CEO
General Magic, Inc.
I agree to and accept employment with General Magic, Inc. on the terms and
conditions set forth in this letter.
/s/ Dennis Kilian
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Dennis Kilian
6/21/00
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Start Date
