To: Michael G. Potter who wrote (10540 ) 2/6/1999 4:38:00 AM From: Patrick Grinsell Read Replies (1) | Respond to of 16960
Oh god, it gets better... It would appear that the big boys have now set up their golden parachutes.EMPLOYMENT AGREEMENTS AND CHANGE IN CONTROL ARRANGEMENTS Pursuant to letter agreements entered into with each of L. Gregory Ballard, Karl Chicca, Scott Sellers and Gary Tarolli, in the event there is a change of control of 3Dfx and such executive is terminated other than for cause within one year following the effective date of such change of control, (i) in the case of Messrs. Ballard and Chicca, 25% (or, in the event that less than 25% of such executive's options remain unvested, all) of such executive's options will be accelerated and become fully vested and (ii) in the cases of Messrs. Sellers and Tarolli, 25% of the executive's stock subject to 3Dfx's repurchase option under a restricted stock purchase agreement shall be released from such repurchase option (or all of such stock if less than 25% of the executive's stock remains subject to 3Dfx's repurchase option). For purposes of these letter agreements a "change of control" means the (i) the sale of all or substantially all of 3Dfx's assets, or (ii) a consolidation or merger of 3Dfx with or in any other corporation (other than a wholly-owned subsidiary of 3Dfx) or engagement in a transaction or series of transactions in which more than 50% of the voting power of 3Dfx is disposed. Termination other than for cause includes constructive termination resulting from (i) the reduction of such employee's rate of compensation, (ii) the reduction of such employee's scope of engagement or (iii) the requirement that such employee provide services at a location more than 50 miles from the employee's office location as of the date of the letter agreement.