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Exhibit 10.8
January 12, 2006
David Carnevale
Dear David,
American Technology Corporation
(“Company”) is very pleased to confirm our offer of
employment. This offer is contingent upon satisfactory results of
all reference, education, and background checks and is based on the
following terms and conditions:
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Title:
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Vice President,
Marketing
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Reporting To:
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John Zavoli,
President and Chief Operating Officer
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Start
Date:
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January 30,
2006 or earlier
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Salary:
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Your starting
salary as an exempt employee will be $7,500.00 gross Semi-monthly
or $180,000 annually.
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Stock
Options:
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Management will
recommend to the Compensation Committee at its first meeting
following your start date, that you be granted stock options to
purchase 100,000 shares of common stock. These options are
presently available to accommodate this recommendation. The
Compensation Committee has the discretion to approve or deny the
grant. The recommended options will have an exercise price equal to
the fair market value of our common stock (determined in accordance
with our 2005 Stock Option Plan) on the date the Compensation
Committee approves the grant, and will be exercisable for five (5)
years after grant, subject to earlier termination as set forth in
the 2005 Stock Option Plan. The recommended options will vest over
four (4) years with 25% vesting on the first anniversary of grant,
and then in equal quarterly installments over the following three
years of continuous service with the Company.
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Health
Benefits:
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The Company
offers a comprehensive benefits plan that includes medical, dental,
vision, short-term disability, long-term disability and life
insurances. The company pays for 90% of the HMO medical insurance
premiums (including dependents). The employee can elect PPO
coverage by paying the difference in cost. The company pays for
dental, vision, short-term disability, long-term disability and
life insu
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