Exhibit 10.1
TERABEAM WIRELESS
a YDI Wireless company
May 23, 2005
Mr. Len Gee
2212 W. Fairview Avenue
Johnsburg, IL 60050
Dear Len:
On
behalf of Terabeam Wireless, a YDI Wireless, Inc. company (the
“Company”), and subject to Board of Director approval,
I am pleased to offer you (the “Executive”) a position
as the Company’s Senior Vice President of Sales for its
equipment business (the “Offered Position”). In this
position, you will report directly to me, the President and Chief
Operating Officer. After you have had the opportunity to review and
consider this offer, please indicate your intentions by responding
in writing as indicated below as soon as possible, but not later
than Tuesday, May 24, 2005 at 5:00 p.m. (EDT). Please be advised
that the Company reserves its right to withdraw this offer prior to
your acceptance, without prior notice.
Offer Summary:
|
1)
|
Duties : Subject to the ultimate control and discretion
of the President and Chief Operating Officer of the Company, the
Executive shall serve in the Offered Position and perform all
duties and services commensurate with that Offered Position. The
Executive shall devote his full time, attention and energies to the
business of the Company and shall not be employed or involved in
any other business activity, whether or not such activity is
pursued for gain, profit or other pecuniary advantage, except for
volunteer services for or on behalf of such religious, educational,
and/or non-profit endeavors as Executive may wish to serve.
Examples of, but not a complete list of, the type of duties to be
performed by the Executive follow;
|
|
|
a)
|
attain Company
revenue and profit objectives by: i) the direct supervision of
regional sales personnel, as well as direct customer and industry
interaction; ii) the development and execution of an effective
global distribution strategy; iii) the identification,
articulation, and business case analysis of new customer, product,
service and market opportunities; iv) product life cycle
management; v) the creation of increased awareness and customer
loyalty to the Company’s “Brand(s)"; and vi) product
pricing to ensure maximum profitability and target market
penetration levels,
|
|
|
b)
|
motivate,
train, direct and manage the entire sales organization in order to
maximize their overall morale, effectiveness, efficiency and
productivity,
|
|
|
c)
|
assist in the
negotiation of sales contracts, distributor agreements and
recommend OEM supplier agreements for new products and services,
and
|
|
|
d)
|
develop Company
strategy regarding meeting customer requirements, based on
competitive and market analysis as well as helping establish a
cohesive sales channel(s) strategy, and
|
|
|
e)
|
participate in
the periodic preparation of the Company’s business plan, and
f) create, maintain and project a positive Company image to the
public and g)identify strategic business relationships that will
enhance the Company’s performance, and
|
|
|
h)
|
any other
related duties that may be assigned by the President and COO from
time to time.
|
Terabeam Wireless • 8000 Lee Hwy •
Falls Church, VA 22042
(P) 703-205-0600 • (F) 703-205-0672
http://www.terabeam.com
|
2)
|
Reporting
Location : The
Executive’s reporting location shall be at 421 N NW Highway,
Suite #201 in Barrington, IL 60010 (the “Reporting
Location”). Please be advised that since the geographic scope
of the Offered Position is global in nature, significant travel
will be required.
|
|
3)
|
Compensation : For all considerations and services to be
rendered by the Executive hereunder:
|
|
|
a)
|
Base
Salary : The Company
shall pay the Executive an initial base salary that shall be
calculated at the rate of $175,000 (One Hundred and Seventy-five
thousand dollars) per year, payable in accordance with the
company’s normal bi-weekly payroll practices. This initial
base salary may be adjusted from time to time based on actual
performance measured against personal, team and Company goals,
consistent with Company policy, and treatment of other Company
executives.
|
|
|
b)
|
Additional
Compensation Eligibility : The Executive shall be eligible to receive
additional compensation that will be comprised of bonuses dependent
on attainment of mutually-agreed quarterly and annual net sales
levels from the Company’s equipment and system solution based
sales efforts. In addition, the Executive will be eligible for an
annual Management-By-Objective (MBO) pay-out based upon
pre-determined and mutually agreeable objectives. See (Schedule
“A”) which is an integral part of this Offer Letter for
the bonus net sales target quotas and examples of, but not limited
to, MBO objectives. Note that any such bonus or MBO payout, or both
if any, is at the sole discretion of the Company and requires Board
of Director Approval.
|
|
|
c)
|
Equity
Participation : Subject
to approval of the Board of Directors of the Company, the Executive
shall be granted options under a Stock Option Plan of the Company
to purchase Seventy-five Thousand (75,000) shares of common stock
of the Company at an exercise price equal to the actual market
price of the Company’s stock on the NASDAQ Small Cap on the
day of the actual grant. The vesting sche
|
|