Employment Agreement and Amendments between Ian Cooper and DSC Communications Limited/Airspan Communications Ltd.

Summary

This agreement outlines the employment terms for Ian Cooper, initially as Manager, Hardware Engineering at DSC Communications Limited, later transitioning to senior roles at Airspan Communications Ltd. It details salary, benefits, car allowance, stock options, and bonus entitlements, as well as conditions for severance and promotion. The agreement also requires satisfactory references and a medical examination. Amendments confirm promotions, salary increases, additional stock options, and bonuses based on performance. The agreement is subject to the company's standard employment terms and policies.

EX-10.16 5 0005.txt EMPLOYMENT AGREEMENT WITH IAN COOPER EXHIBIT 10.16 6 June 1995 PRIVATE AND CONFIDENTIAL Ian Cooper 4 The Farthings Kingston upon Thames Surrey KT12 7PT Dear Ian: Further to your recent discussions, I have pleasure in offering you a position as Manager, Hardware Engineering within the Company's Engineering Group located at the address below. You will be reporting to the Senior Director, Engineering Operations. Your salary will be (Pounds)50,000 per annum paid monthly in arrears. You will be allocated a pool car until such time the lease expires then you will be eligible for a fully expensed company car, in accordance with the Company's current policy. The monthly lease allowed is up to (Pounds)580.00, which will typically provide a Ford Granada or equivalent. You may opt for a cash alternative of (Pounds)627.00 per month, further details of which will be sent to you on request. In either event, a fuel card will be issued. Occasional travel both in the UK and overseas may be necessary. The commencement date for this permanent position should ideally be no later than Monday, 19 June 1995. This offer should be read in conjunction with the Terms and Conditions of Employment in the enclosed Employee Handbook. However, with regard to hours of work, you will understand that you may have on occasions to work extraordinary hours in order to meet your objectives. Also enclosed is a copy of the Employee Agreement and of the DSC booklet `Standards of Business Ethics' referred to in the employee Handbook. This offer is subject to satisfactory references. Would you please arrange to have a medical examination by your local doctor and ask him or her to write to us confirming that you are in good health and fit for this position. The invoice may be sent direct to us - or, if you prefer, please pay it and send us the receipted invoice for reimbursement. Would you please confirm by Tuesday, 13 June 1995 that you accept this offer and that we may write to your previous employer by signing and returning a copy of this letter. We reserve the right to take up references from any other source we consider appropriate. Ian Cooper June 21, 2000 Page 2 I very much hope that this is the beginning of a long and enjoyable association between you and DSC. Yours sincerely for and on behalf of DSC Communications Limited Janet P. Lee (Mrs.) Personnel Manager I accept this offer of employment subject to the Terms and Conditions referred to, I agree to your writing to my previous employer for a reference. Signed: /s/ Ian Cooper Date: 6/7/1995 ---------------------------- ------------------ Ian Cooper Previous Employer: Mr. Chris Windbank --------------------------------------------- Strand Lighting --------------------------------------------- Grant Way --------------------------------------------- Isleworth --------------------------------------------- MIDDLESEX --------------------------------------------- TW7 5QD --------------------------------------------- January 22, 1998 Mr. Ian Cooper c/o DSC Communications LTD 5 New Square, Feltham Middlesex TW14 8HA United Kingdom Dear Ian: Per your discussions with Eric Stonestrom, I would like to confirm our intent relative to your position and compensation. In the event our deal with DSC is executed, we intend to offer you the position of Sr. Director Operations in Airspan Communications LTD. You will initially report to Eric. Your base salary of (Pounds)74,654 and related benefits will continue as per the current arrangement with DSC. In the future, with your assistance, we will implement an incentive program as a supplement to your base salary. In addition to this cash compensation, you will be provided the option to purchase up to 150,000 shares of Airspan Communications Corporation common stock. Twenty- five percent of this option will vest after the first full year. The remaining 75% will vest in equal monthly increments over the following three years. In addition, you will be asked to execute a Proprietary Information Agreement that will be requested from all employees. In the unlikely event that your employment terminates involuntarily in the first year, you will receive six months of your base salary as severance. Ian, I am personally looking forward to working with you. I am excited about the challenge, the fun and the rewards in making Airspan Communications Corporation a success. Sincerely, /s/ Thomas S. Huseby Thomas S. Huseby ACKNOWLEDGED: /s/ Ian Cooper Chairman --------------------------- Airspan Communications Corporation Ian Cooper cc: Eric D. Stonestrom DATE: 1/15/1998 --------------------------- January 22, 1998 Mr. Ian Cooper Airspan Communications Ltd. Strictly Private and Confidential Dear Ian: I am pleased to confirm the details of your promotion as follows. With effect from 1st October 1998 your new job title will be that of Vice President, Engineering, and you will receive an increase to your base salary of 26%, resulting in a new base salary of (Pounds)94,654. In addition, your car allowance of (Pounds)585 per month is incorporated into your base salary, resulting in a new total base salary of (Pounds)101,674 per annum, also effective 1st October 1998. The Board also approved on 6th October 1998 an increased share allocation to you of 50,000 additional shares, and you will receive the relevant official document in due course. The remainder of your terms and conditions of employment are unchanged. The Company would like to express its appreciation of your continued efforts and contribution to the success of Airspan. Yours sincerely, /s/ Hilary Coogan Hilary Coogan Human Resources Manager Dear Ian: 1998 Margin and New Customer Bonus I am pleased to inform you that under the Airspan 1998 Employee Bonus Plan you will receive (Pounds)860, paid and taxed through the March 1999 payroll. This bonus is a result of better than planned margin for 1998 - 32.8% achieved, 25% planned - and three new customers, buying and paying for in excess of $1m of Airspan products and services. The bonus pool is pro-rated according to length of service with Airspan. The bonus represents a significant achievement for Airspan in 1998 and I would like to thank you on behalf of the Company for making our first year such a success. Yours sincerely, /s/ David Brant David Brant Finance Director