Mr. Albert
A. Pimentel
18206 Daves Avenue
Monte Sereno, CA 95030
On behalf of
Sorrent, Inc. (the “Company”) it gives me great
pleasure to offer you the position of Executive Vice President and
Chief Financial Officer of Sorrent. We believe that you will add
substantially to the team and contribute greatly to the ultimate
success of the Company by providing Sorrent with the same
extraordinary leadership that you have demonstrated throughout your
career. The Board of Directors, the existing Sorrent team and I
look forward to you joining the Company and helping us build
Sorrent into one of the most important companies driving the next
generation of mobile gaming.
We understand and
appreciate the nature of the commitment you are making to join
Sorrent, and we want you to do so with great confidence. You have
the qualities that distinguish successful executives: leadership,
high integrity, intelligence, a bias to action, and a desire to
make a difference. We are extremely enthusiastic about your
accepting this offer.
The Company is
pleased to offer you employment on the following terms:
A.
You will be entitled to receive an annual salary of $215,000, less
applicable withholding, (the “Base Salary”), pro-rated
in 2004 to reflect your Start Date, to be paid in accordance with
the Company’s normal payroll procedures.
B.
During your first year of employment, you will also be eligible to
receive quarterly bonus payments of 7.5% of your base salary paid
in each calendar quarter, as long as you are employed by the
Company on the payment dates (the “Bonus”). After one
year of employment, the CEO and compensation committee will review
and, in their discretion, may adjust your Base Salary and
Bonus.
Equity
Compensation. We will recommend that the Board grant you an
incentive stock option to purchase up to 685,124 shares of the
common stock of the Company at an exercise price equal to the fair
market value of such shares as determined by the Board, which stock
option shall be governed by the terms and conditions of the
Company’s 2001 Stock
Option Plan
(the “Plan”) and Stock Option Agreement to be executed
by you and the Company upon Board approval of the grant. Such stock
option shall vest over four (4) years, whereby 171,281 shares
shall vest twelve (12) months after the option grant date
(which will be no earlier than the Start Date), and the remaining
513,843 shares shall vest monthly thereafter at the rate of 1/36
over the course of 36 months; provided, however,
(i) in the event the Company terminates your employment for
reasons other than Cause (as such term is defined in the
Pl
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