EXHIBIT 10.2
October 4, 2004
Xxxxxx Xxx
000 Xxxxxxxx Xxxxx
Xxx Xxxx, XX 00000
Re: 2004 Key Employee Program
Dear Xxxxxx,
This letter agreement ("Agreement") shall confirm the agreement
reached between you and Computer Access Technology Corporation ("CATC") offering
you the opportunity to participate in CATC's 2004 Key Employee Program
("Program") that provides bonuses based on GAAP Operating Income performance.
You acknowledge by your execution of this Agreement that the provisions of this
Agreement constitute the entire agreement between you and CATC with respect to
the subject matter hereof and supersede any prior understanding or agreement
between us. You further acknowledge that except as specifically set forth in
this Agreement, the terms and conditions of your employment agreement with CATC
dated December 5, 1997, shall remain in full force and effect including, without
limitation, the section which states that your employment with CATC is "at
will."
You will be eligible to be paid an annual bonus of 10% of your
current base salary through the Program if CATC achieves its planned GAAP
Operating Income, as agreed to by the Board of Directors. If CATC achieves 80%
of planned GAAP Operating Income, you will be eligible to be paid an annual
bonus of 6.7% of your current base salary. If CATC achieves 120% of planned GAAP
Operating Income, you will be eligible to be paid an annual bonus of 15% of your
current base salary.
Payment of any bonus will be made no later than February 15,
2005 upon final approval by the Compensation Committee and the completion of the
FY 2004 audited financial statements.
Please acknowledge your agreement to the terms and conditions of
this Agreement by executing this letter where indicated below.
Sincerely,
Xxxxxxx Xxxxxxxxxx
President and CEO
ACKNOWLEDGED AND AGREED:
--------------------------------------
Xxxxxx Xxx
Dated: ________________________________
