Exhibit 10.9. Employment Agreement
May 23, 1997
Employment Agreement Between Zoom Telephonics and Xxx Xxxxx
Zoom Telephonics will hire Xxx Xxxxx as VP-Chief Financial Officer effective
July 1, 1997. The salary is $130,000 per year. Zoom will provide a parking space
near Zoom. After Xxx joins Zoom, he will get options for 30,000 shares at the
market price based on the closing price of the prior day, and he will determine
what day they are issued. Options will be normal Zoom options: 35% vest in 1
year, 35% vest more in 2 years, and 30% more in 3.5 years, with the expiration 4
years after the grant date. In addition, Xxx will get 30,000 more shares in
September 1998, assuming he is still employed at Zoom.
In the event of a change of control, all issued and outstanding options will
automatically vest, to be exercised at the xxxxx xxxxx within 30 days of the
change of control. In addition, if (i) Xxx is terminated without cause within 6
months after change of control, or (ii) Xxx leaves the company within 6 months
after change in control (ie: including but not limited to no longer reporting to
the CEO, COO, or President of the acquiring company; or no longer reported to by
the financial employees who had reported to Xxx or their replacements), Xxx will
receive 6 months salary as severance.
Zoom has the right to terminate Bob's employment at will. In the event of Zoom's
terminating Bob's employment for some other reason other than cause or a change
of control, the following will happen: 18 month's worth of issued and
outstanding options will vest, but the number of automatically vested options
shall not exceed 20,000. The options may be exercised up to 30 days after
employment ends. In addition, Zoom will pay to Xxx 3 months severance.
Reasons for terminating for cause attached.
Xxx will also receive Zoom's normal benefit package, and will receive 3 weeks
vacation per year during his first 9 months of employment, and 4 weeks for later
years.
The duties of the job have been discussed. Some important areas include public
and internal reporting, budgeting and control, asset management, financial
planning, taxes, corporate structure, and the protection of the Company's assets
and interests.
Agreed:
/s/ Xxxxx Xxxxxxx /s/ Xxxxxx X. Xxxxx
President Xxx Xxxxx
