EXHIBIT 10.14
EMPLOYMENT AGREEMENT
This EMPLOYMENT AGREEMENT, dated as of July 19, 1999 (this Agreement), is by and
between STORAGENETWORKS, INC., a Delaware corporation (the Employer), Xxxx X.
Xxxxxx (Employee).
For good and valuable consideration, the Employer and the Employee agree as
follows:
1. The Employer hereby employs the Employee, and the Employee hereby
accepts employment as a Senior Vice President of Marketing &
Business Development, pursuant to the terms of this Agreement and
the attachments hereto, including the Severance Agreement,
Exhibit C. The Employee will render his services exclusively to
the Employer and will not undertake any other employment or
business without the prior consent of the Employer. The Employee
will perform his duties with the utmost good faith and integrity.
2. The term of employment shall begin on or about Aug 2, 1999, the
Commencement Date, and continue until terminated by either party,
as provided above.
3. The Employee shall report to Xxxxx Xxxx, or as otherwise directed
by the President of the Employer.
4. Employee's targeted first year compensation is $225,000. A
description of the compensation package is on page 4 and 5 of
this document.
5. The Employee shall receive the standard Employer's benefit plan
which includes medical and dental coverage.
6. A). The Employee will receive additional compensation as noted
in Exhibit A attached.
---------
7. The Employer and Employee agree to the terms of Exhibits A, B and
-----------------
C attached, which are material terms of this Agreement, and
-
relied upon by Employee in entering into this agreement.
8. The Employee shall be entitled to an annual vacation of two weeks
per calendar year, which accrues ratably over the twelve months
of the calendar year. Accrued vacation for any partial calendar
year of employment shall be ratably determined based upon the
number of days of employment in such partial calendar year.
Vacation accrued and not taken in any calendar year shall be
carried over to, and may be taken in, the next succeeding
calendar year (but may not be taken after, and shall be forfeited
on, December 31 of
-1-
such next succeeding calendar year); provided, however, accrued
and untaken vacation shall at no time exceed six weeks.
9. Any notices to be given hereunder by either party to the other
shall be in writing and may be transmitted by personal delivery
or by mail, registered or certified, postage prepaid with return
receipt requested. Mailed notices shall be addressed to the
Employer at the address set forth on its signature page, and to
the Employee at the address set forth on his signature page.
10. Any controversy between the Employer and the Employee involving
the construction or application of any of the terms, provisions
or conditions of this Agreement shall, on the written request of
either party served on the other, be submitted to binding
arbitration before a neutral, mutually acceptable arbitrator
sitting in Boston, Massachusetts in accordance with the National
Employment Dispute Resolution Rules of the American Arbitration
Association then in effect.
11. This Agreement, including its attachments and exhibits,
supersedes any and all other agreements, either oral or in
writing, between the parties hereto with respect to the
employment of the Employee by the Employer and contains all of
the covenants and agreements between the parties with respect to
that employment in any manner whatsoever. Each party hereto
acknowledges that no representation, inducement, promise or
agreement, orally or otherwise, have been made by any party, or
anyone acting on behalf of any party, which are not embodied
herein, or therein and that no other agreement, statement or
promise not contained in this Agreement including its attachments
and exhibits shall be valid or binding on either party. Any
modification of this Agreement will be effective only if it is in
writing and signed by the party to be charged.
12. The failure of either party to insist on strict compliance with
any of the terms, covenants or conditions of this Agreement by
the other party shall not be deemed a waiver of that term,
covenant or condition, nor shall any waiver or relinquishment of
any right or power at any one time or times be deemed a waiver or
relinquishment of that right or power for all or any other times.
13. If any provision of this Agreement is held by a court of
competent jurisdiction to be invalid, void or unenforceable, the
remaining provisions shall nevertheless continue in full force
without being impaired or invalidated in any way.
-2-
14. This Agreement shall be governed by and construed in accordance
with the laws of the Commonwealth of Massachusetts.
15. This Agreement may be executed in any number of identical
counterparts, all of which taken together shall constitute but
one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in Waltham,
MA as of the date first above written.
EMPLOYER:
STORAGENETWORKS, INC., a
Delaware Corporation
By: /s/ Xxxxxxx X. Xxxxx
---------------------------
Xxxxxxx X. Xxxxx
Director of Human Resources
000 0/xx/ Xxx.
0/xx/ xxxxx
Xxxxxxx, XX 00000
EMPLOYEE:
/s/ Xxxx X. Xxxxxx
-------------------------------
Signature
Address:
0 Xxxxxxx Xx
-------------------------------
Xxxxxxx, XX 00000
-------------------------------
_______________________________
-3-
Exhibit A to Employment Agreement
COMPENSATION
------------
I. Options:
-------
The Employee shall be eligible to receive stock options in accordance with
the Employer's stock compensation program. Subject to Board approval, which
will not be unreasonably withheld, the Employee shall receive options to
purchase a total of 250,000 shares of common stock at an estimated
$.49/share subject to the terms of the Employer's Restrictive Stock Option
Plan, and the terms of the Incentive Stock Option Grant Agreement under the
1998 Stock Option Plan and amendment thereto, which the parties agree shall
be presented for Board approval substantially in the form of Exhibit D.
II. Base Salary
-----------
The Employer shall pay the Employee an annual base salary of $160,000
payable semi-monthly in the first year of employment, and an annual base salary
amount no less than $160,000 in years subsequent to the first year of
employment, unless such lower amount is agreed in writing by Employee.
III. Bonus:
------
Quarterly Bonus Potential = $10,000 per quarter.
Annual Bonus Potential = $25,000
The employee quarterly and annual bonus is based upon Company achieving
goals and objectives (50%) and Individual goals being achieved (50%).
*If employer is able to achieve 120% of company plan additional $25,000
will be granted.
Employees Targeted 1/st/ Year Compensation
------------------------------------------
Base Salary-guaranteed $160,000
Quarterly Bonus $ 40,000
Annual Bonus $ 25,000
--------
-4-
Total Targeted Compensation $225,000
-5-
