Professional Services Agreement, effective June 12, 2019, by and between the Company and Len Wood, as amended by that certain Amendment No. 1, effective as of July 31, 2019
EX-10.1 2 exhibit101lenwood.htm EXHIBIT 10.1 exhibit101lenwood
DocuSign Envelope ID: F95AFA59-C90F-4FE4-ADA3-E5A054A59A67 Amendment No. 1 to the SOW A.1 This Amendment No. 1 (“Amendment No. 1”) to the SOW A.1, dated as of June 12, 2019 (the “SOW A.1”), to the Immersion Professional Services Agreement, effective as of June 12, 2019 (the “Agreement”), by and between Immersion Corporation (“Immersion”) and Len Wood (“Contractor”), is made and entered into as of the date of the last signature hereto (the “Effective Date”). WHEREAS, the parties desire to amend the SOW A.1 to expand Contractor’s scope of work and deliverables to encompass the responsibilities of interim chief financial officer. NOW, THEREFORE, in accordance with Section 1 and Section 14 of the Agreement, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby amend the SOW A.1 as follows: 1. Scope of Work and Deliverables: The parties hereby amend the SOW A.1 by replacing the Scope of Work and Deliverables Section with the following: “Provide all corporate controller and interim chief financial officer responsibilities appropriate for a public company.” 2. Indemnification: The parties hereby amend the SOW A.1 by adding the following Indemnification Section: “You and Immersion will enter into the form of indemnification agreement provided to other similarly situated officers and directors of Immersion. In addition, you will be named as an insured on the director and officer liability insurance policy currently maintained by Immersion, or as may be maintained by Immersion from time to time.” 3. Miscellaneous: This Amendment No. 1, when executed by the parties, shall be effective as of the date stated above. This Amendment No. 1 fully and completely expresses the agreement of the parties with respect to the subject matter hereof and shall not be modified or amended except by written agreement executed by each of the parties hereto. This Amendment No. 1 may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument. Except as amended and/or modified by this Amendment No. 1, the Agreement and the SOW A.1 shall remain in full force and effect. [SIGNATURE PAGE FOLLOWS]
DocuSign Envelope ID: F95AFA59-C90F-4FE4-ADA3-E5A054A59A67 By signing below, each party acknowledges that it has carefully read and fully understands this Amendment No. 1, the SOW A.1. and the Agreement, and each agrees to be bound by the terms of this Amendment No.1, the SOW A.1 and the Agreement. IMMERSION CORPORATION LEN WOOD By: By: Ramzi Haidamus Name: Name: Len Wood Title: President and CEO Title: Individual Date: 7/31/2019 Date: 7/31/2019 RTM 09/09/2019 [Signature page to Amendment No. 1 to the SOW A.1]
Certificate Of Completion Envelope Id: F95AFA59C90F4FE4ADA3E5A054A59A67 Status: Completed Subject: DocuSign: Len Wood - Amendment No. 1 to SOW A.1.pdf Source Envelope: Document Pages: 2 Signatures: 2 Envelope Originator: Certificate Pages: 5 Initials: 0 Ryan Morgan AutoNav: Enabled 50 Rio Robles EnvelopeId Stamping: Enabled San Jose, CA 95134 Time Zone: (UTC-08:00) Pacific Time (US & Canada) ***@*** IP Address: 22.214.171.124 Record Tracking Status: Original Holder: Ryan Morgan Location: DocuSign 9/9/2019 1:41:15 PM ***@*** Signer Events Signature Timestamp Leonard Wood Sent: 9/9/2019 1:46:22 PM ***@*** Viewed: 9/9/2019 2:44:13 PM CFO Signed: 9/9/2019 2:45:00 PM Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 126.96.36.199 Signed using mobile Electronic Record and Signature Disclosure: Accepted: 6/25/2019 5:15:58 PM ID: 88ae2186-1995-4b73-9a96-6238baa8bf2c Ramzi Haidamus Sent: 9/9/2019 1:46:22 PM ***@*** Resent: 9/9/2019 4:29:43 PM President and CEO Viewed: 9/9/2019 8:34:59 PM Immersion Corporation Signed: 9/9/2019 8:35:13 PM Signature Adoption: Drawn on Device Security Level: Email, Account Authentication (None) Using IP Address: 188.8.131.52 Signed using mobile Electronic Record and Signature Disclosure: Accepted: 1/28/2019 8:38:36 PM ID: a3effc03-f59e-4187-b968-ec5f5f1b4b67 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/9/2019 4:29:43 PM
Envelope Summary Events Status Timestamps Certified Delivered Security Checked 9/9/2019 8:34:59 PM Signing Complete Security Checked 9/9/2019 8:35:13 PM Completed Security Checked 9/9/2019 8:35:13 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 3/28/2018 10:39:59 AM Parties agreed to: Leonard Wood, Ramzi Haidamus ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, Immersion Corporation (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.
How to contact Immersion Corporation: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: ***@*** To advise Immersion Corporation of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at ***@*** and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper copies from Immersion Corporation To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to ***@*** and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with Immersion Corporation To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to ***@*** and in the body of such request you must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Systems: Windows2000? or WindowsXP? Browsers (for SENDERS): Internet Explorer 6.0? or above Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0, NetScape 7.2 (or above) Email: Access to a valid email account Screen Resolution: 800 x 600 minimum Enabled Security Settings: •Allow per session cookies •Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via proxy connection ** These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent.
Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the 'I agree' button below. By checking the 'I Agree' box, I confirm that: • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify Immersion Corporation as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by Immersion Corporation during the course of my relationship with you.