EMPLOYMENT AGREEMENT

Exhibit 10.14

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 12th day of April, 2007, (the “Effective Date”) by and between SafeNet, Inc., a Delaware corporation (the “Company”) and Chris Fedde, an individual (the “Executive”).

RECITALS

THE PARTIES ENTER THIS AGREEMENT on the basis of the following facts, understandings and intentions:

A. The Company desires that the Executive be employed by the Company to carry out the duties and responsibilities described below, all on the terms and conditions set forth in this Agreement, which shall become effective as of the Effective Date.

B. The Company and the Executive have entered into that certain Employment Agreement, dated October 17, 2006 (the “Prior Employment Agreement”), which, effective as of the Effective Date, shall be terminated and replaced in its entirety by this Agreement. This Agreement shall govern the employment relationship between the Executive and the Company from and after the Effective Date and supersedes and negates all previous agreements with respect to such relationship, including, without limitation, the Prior Employment Agreement.

C. The Company and the Executive either (i) have entered into, or, (ii) consistent with discussions prior to the Effective Date, expect to enter into, a certain Option Assumption Agreement whereby the executive will receive options (the “Rollover Options”) to purchase common units of Vector Stealth Holdings II, L.L.C. (“VSH”) (the “Units”).

NOW, THEREFORE, in consideration of the above recitals incorporated herein and the mutual covenants and promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby expressly acknowledged, the parties agree as follows:

(a) The Company shall pay the Executive (or, in the event of his death, the Executive’s estate) any Accrued Obligations (as defined in Section 5,5);

(b) If, within the six (6) month period immediately following the Effective Date, the Executive’s employment is terminated as a result of an Involuntary Termination, (as defined in Section 5.5), the Executive shall be entitled to receive, at the Executive’s election, either those benefits set forth in Section 5.3(d) below, or the following severance benefits:

(i) The Company shall pay the Executive (in addition to the Accrued Obligations), subject to tax withholding and other authorized deductions, an amount equal to two (2) times the sum of (x) the Executive’s Base Salary at the annual rate in effect on the Severance Date plus (y) the Executive’s full target Incentive Bonus for the calendar year in which the Severance Date occurs. The Company shall pay such severance benefits to the Executive in equal installments on a bi-weekly basis over a period of twelve (12) months following the Severance Date (the “Severance Period”).

(ii) The vesting of each outstanding option, restricted stock award or other equity-based award granted by the Company to the Executive (including but not limited to the Equity Award herein granted) shall be automatically accelerated so that any portion or installment of such award scheduled to vest at any future date, shall automatically vest as of the Severance Date.

(iii) The Company shall continue to make available to the Executive, through the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) or otherwise, all group health, life and other similar insurance plans in which Executive participates on the Severance Date, and shall pay the cost of the Executive’s COBRA premiums for a period of twelve (12) months, or until Executive earlier becomes eligible for substantially equivalent benefits as a result of any new employment.

In the event Executive chooses, pursuant to this Section 5.3(b) to receive those severance benefits set forth in Section 5.3(b)(i) and (ii) above, VSH shall have the right (the “Repurchase Right”) (but not the obligation) to repurchase in one or more transactions, and the Executive (or any subsequent transferee) shall be obligated to sell to VSH, any Units received by the Executive upon exercise of the Rollover Options. The price per Unit to be paid by VSH upon settlement of the Repurchase Right shall be equal to the lesser of (a) the price paid by the Executive to exercise the Rollover Options and acquire such Units, or (b) the fair market value of a Unit determined as of the Severance Date, subject to any such adjustments as may be necessary to reflect any changes in capitalization of VSH. If VSH elects to exercise its Repurchase Right, VSH must do so within 90 days following the Severance Date.

(c) If, during the Period of Employment, but after the end of the six (6) month period following the Effective Date, the Executive’s employment is terminated as a result of an Involuntary Termination, the Executive shall be entitled to the following benefits:

(i) The Company shall pay the Executive (in addition to the Accrued Obligations), subject to tax withholding and other authorized deductions, an amount equal to (x) nine (9) months of his Base Salary at the annual rate in effect on the Severance Date plus (y) seventy-five percent (75%) of the Executive’s target Incentive Bonus for the calendar year in which the Severance Date occurs. The Company shall pay such severance benefits to the Executive in a lump sum payment to be made within fourteen (14) days from the Severance Date.

(ii) The vesting of each outstanding option, restricted stock award or other equity-based award granted by the Company to the Executive (including but not limited to the Equity Award herein granted) shall be automatically accelerated so that any portion or installment of such award scheduled to vest at any time during the six (6) month period following the Severance Date shall automatically vest as of the Severance Date. Any portion of such award that does not vest after giving effect to the foregoing sentence shall terminate as of the Severance Date.

(iii) The Company shall continue to make available to the Executive, through the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) or otherwise, all group health, life and other similar insurance plans in which Executive participates on the Severance Date, and shall pay the cost of the Executive’s COBRA premiums for a period of six (6) months, or until Executive earlier becomes eligible for substantially equivalent benefits as a result of any new employment.

(d) If a Change of Control occurs and, during the Period of Employment, the Executive’s employment is terminated as a result of an Involuntary Termination upon or within six (6) months following the date of such Change of Control, the Executive shall be entitled to the same benefits set forth in Section 5.3(c), except that: (i) the reference to “half of his Base Salary” in 5.3(c)(1) shall be changed to “one times his Base Salary”; (ii) the reference to “six (6) months following the Severance Date” in 5.3(c)(i) shall be changed to twelve (12) months following the Severance Date”; and (iii) to the extent that the Change of Control is as a result of an IPO and Vector does not control the surviving entity, the vesting of each outstanding option, restricted stock award or other equity based award granted by the Company to the Executive (including but not limited to the Equity Award herein granted) shall be automatically accelerated so that any portion or installment of such award scheduled to vest at any future date shall automatically vest as of the Severance date; and (iv) in the event of an Involuntary Termination within six months of a Change of Control other than a Change of Control described in Section 5.3(d)(iii) above, the vesting of each outstanding option, restricted stock award or other equity based award granted by the Company to the Executive shall be automatically accelerated so that any portion or installment of such award scheduled to vest shall immediately, vest to the extent of the greater of (A) sixty percent (60%) of the unvested options as of the termination, or (B) the equivalent of twelve (12) months of additional vesting from the date of termination.

In no event will the Executive be entitled to benefits under both Section 5.3(c) and this Section 5.3(d).

(e) Notwithstanding the foregoing provisions of this Section 5.3, if the Executive breaches his obligations under the Confidentiality Agreement at any time, from and after the date of such breach, (x) the Executive will no longer be entitled to, and the Company will no longer be obligated to pay, any .remaining unpaid severance benefits otherwise payable pursuant to this Section 5.3 (other than the Accrued Obligations), and (y) the Executive will no longer be entitled to, and the Company will no longer be obligated to make available to Executive or Executive’s spouse or dependents any group health, life or other similar insurance plans or any payment in respect of such plans.

The foregoing provisions of this Section 5.3 shall not affect: (i) the Executive’s receipt of benefits otherwise due terminated employees under group insurance coverage consistent with the terms of the applicable Company welfare benefit plan; (ii) the Executive’s rights under COBRA to continue participation in medical, dental, hospitalization and life insurance coverage; or (iii) the Executive’s receipt of benefits otherwise due in accordance with the terms of the Company’s 401(k) plan (if any).

(a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any option or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Sections 5.3(b)-(d) or any other obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment, the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in the form attached hereto as Exhibit C (the “Release”), and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment to the Executive pursuant to Sections 5.3(b)-(d) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the Release contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

(b) As described with particularity in the Release, the Executive agrees that the payments and benefits contemplated by Section 5.3 (and any applicable acceleration of vesting of an equity-based award in accordance with the terms of such award in connection with the termination of the Executive’s employment) shall constitute the exclusive and sole remedy for any termination of his employment and the Executive covenants not to assert or pursue any other remedies, at law or in equity, with respect to any termination of employment. The Company and Executive acknowledge and agree that there is no duty of the Executive to mitigate damages under this Agreement. All amounts paid to the Executive pursuant to Section 5.3 shall be paid without regard to whether the Executive has taken or takes actions to mitigate damages.

(a) As used herein, “Accrued Obligations” means:

(i) any Base Salary that had accrued but had not been paid (including accrued and unpaid vacation time) on or before the Severance Date; and

(ii) any Incentive Bonus payable pursuant to Section 3.2 with respect to any calendar year in the Period of Employment preceding the calendar year in which the Severance Date occurs to the extent earned by but not previously paid to the Executive; and

(iii) any reimbursement due to the Executive pursuant to Section 4.2 for expenses incurred by the Executive on or before the Severance Date.

(b) As used herein, “Cause” shall mean, as reasonably determined by the Board (excluding the Executive, if he is then a member of the Board), (i) the Executive’s willful, repeated or grossly negligent failure to perform his duties hereunder or to comply with any reasonable or proper direction given by or on behalf of the Company’s CEO which failure remains uncured for greater than ten (10) business days after Executive’s receipt of formal written notice of such failure; (ii) the Executive’s conviction of, or plea of guilty or no contest to, a felony or other crime involving moral turpitude; (iv) the Executive’s being found guilty of, or pleading no contest to, any act of fraud, theft or dishonesty, or any intentional tort against the Company; or (v) the Executive’s violation of any of the material terms, covenants, representations or warranties contained in this Agreement, which violation remains uncured for greater than ten (10) business days after Executive’s receipt of formal written notice of such violation.

(c) As used herein, “Constructive Termination” shall mean a resignation by the Executive within ninety (90) days after the occurrence of any of the following without the Executive’s express written consent: (i) a substantial diminution in the Executive’s duties and/or responsibilities (including but not limited to a diminution in title, or an adverse change in reporting structure); (ii) relocation of either Executive’s office or the Company’s Headquarters greater than fifty (50) miles from their current locations; (iii) the Company’s continued failure or refusal to perform its obligations hereunder (including but not limited to payment of all compensation due hereunder in full when due) following ten (10) days written notice to such effect; or (iv) Executive’s total cash compensation for any calendar year is less than his total cash compensation for the prior calendar year. Notwithstanding the foregoing, it shall not be a Constructive Termination if, in connection with the appointment of a CEO, some of the Executive’s direct-reports instead report to the CEO, so long as Executive reports directly to such CEO or continues to report to the Board of Directors.

(d) As used herein, “Involuntary Termination” shall mean a Constructive Termination or a termination of the Executive by the Company without Cause. For purposes of clarity, the term Involuntary Termination does not include a termination of the Executive’s employment due to the Executive’s death or Disability.

(e) As used herein, “Disability” shall mean a physical or mental impairment which, as reasonably determined by the Board, renders the Executive unable to perform the essential functions of his employment with the Company, even with reasonable accommodation that does not impose an undue hardship on the Company, for more than 180 days in any 12-month period, unless a longer period is required by federal or state law, in which case that longer period would apply.

(f) As used herein, “Change in Control” means any of the following:

(i) Approval by stockholders of the Company (or, if no stockholder approval is required, by the Board alone) of the complete dissolution or liquidation of the Company, other than in the context of a Business Combination that does not constitute a Change in Control under paragraph (c) below;

(ii) The acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (a “Person”)) of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 50% or more of either (1) the then-outstanding shares of common stock of the Company (the “Outstanding Company Common Stock”) or (2) the combined voting power of the then-outstanding voting securities of the Company entitled to vote generally in the election of directors (the “Outstanding Company Voting Securities”); provided, however, that, for purposes of this paragraph (b), the following acquisitions shall not constitute a Change in Control; (A) any acquisition directly from the Company, (B) any acquisition by the Company, (C) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any affiliate or a successor, (D) any acquisition by any entity pursuant to a Business Combination, (E) any acquisition by a Person described in and satisfying the conditions of Rule 13d-1(b) promulgated under the Exchange Act, or (F) any acquisition by a Person who is the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 50% or more of the Outstanding Company Common Stock and/or the Outstanding Company Voting Securities on the Effective Date (or an affiliate, heir, descendant, or related party of or to such Person);

(iii) Consummation of a reorganization, merger, statutory share exchange or consolidation or similar corporate transaction involving the Company or any corporation or other entity a majority of whose outstanding voting stock or voting power is beneficially owned directly or indirectly by the Company (a “Subsidiary”), a sale or other disposition of all or substantially all of the assets of the Company, or the acquisition of assets or stock of another entity by the Company or any of its Subsidiaries (each, a “Business Combination”), in each case unless, following such Business Combination, (1) all or substantially all of the individuals and entities that were the beneficial owners of the Outstanding Company Common Stock and the Outstanding Company Voting Securities immediately prior to such Business Combination beneficially own, directly or indirectly, more than 50% of the then-outstanding shares of common stock and the combined voting power of the then-outstanding voting securities entitled to vote generally in the election of directors, as the case may be, of the entity resulting from such Business Combination (including, without limitation, an entity that, as a result of such transaction, owns the Company or all or substantially all of the Company’s assets directly or through one or more subsidiaries (a “Parent”)), and (2) no Person (excluding any individual or entity described in clauses (C), (E) or (F) of paragraph (b) above) beneficially owns (within the meaning of Rule 13d-3 promulgated under the Exchange Act), directly or indirectly, more than 50% of, respectively, the then-

outstanding shares of common stock of the entity resulting from such Business Combination or the combined voting power of the then-outstanding voting securities of such entity, except to the extent that the ownership in excess of 50% existed prior to the Business Combination;

provided, however, that (i) any acquisition of the securities of the Company by any entity affiliated with Vector Capital (the “Vector Entities”), any Person(s) who manages any of the Vector Entities, including, without limitation, their respective limited, special and general partners (collectively, the “Managers”), or any fund or funds managed by any of the Managers shall not constitute a Change in Control, (ii) no transaction shall constitute a Change in Control if, following such transaction, the Vector Entities remain the largest stockholder of the surviving entity and no other entity is entitled to greater representation on the Board of Directors of such Surviving entity, and (iii) a transaction shall not constitute a Change in Control if it is in connection with the underwritten public offering of the securities of the Company. For clarification, the Merger shall not constitute a Change in Control.

(a) The Executive acknowledges that the nature of the Company’s business and Executive’s position with the Company is such that if the Executive were to become employed by, or substantially involved in, the business of a competitor of the Company during the nine (9) months following Severance Date (the “Restricted Period”), it would be very difficult for the Executive not to rely on or use the Company’s trade secrets and confidential information. Thus, to avoid the inevitable disclosure of the Company’s trade secrets and confidential information, and to protect such trade secrets and confidential

information and the Company’s relationships and goodwill with customers, the Executive agrees that, except in accordance with his duties under this Agreement on behalf of the Company, he will not, during his employment, or during the Restricted Period, participate in, be employed in any capacity by, serve as director, consultant, agent or representative for, or have any interest, directly or indirectly, in any enterprise which competes directly with any of the Company’s significant businesses in any significant way. In addition, the Executive agrees that, during the Restricted Period, the Executive shall not own, either directly or indirectly or through or in conjunction with one or more members of his or his spouse’s family or through any trust or other contractual arrangement, a greater than five percent (5%) interest in, or otherwise control either directly or indirectly, any partnership, corporation, or other entity which is engaged in the digital encryption business. Executive further agrees, during the Restricted Period, to refrain from directly or indirectly soliciting Company’s vendors, customers (or potential customers who were solicited by the Company within nine (9) months prior to the Severance Date and whose identity became known to the Executive in connection with his relationship with or employment by the Company) or employees.

The parties acknowledge and agree that they are hereby waiving any rights to trial by jury in any action, proceeding or counterclaim brought by either of the parties against the other in connection with any matter whatsoever arising out of or in any way connected with any of the matters referenced in the first sentence of the first paragraph of this Section 16.

The parties agree that the Company shall be responsible for payment of the forum costs of any arbitration hereunder, including the arbitrator’s fee. The parties further agree that in any proceeding with respect to such matters, the prevailing party will be entitled to recover its reasonable attorney’s fees and costs from the non-prevailing party (other than forum costs associated with the arbitration which in any event shall be paid by the Company).

Without limiting the remedies available to the parties and notwithstanding the foregoing provisions of this Section 16, the Executive and the Company acknowledge that any breach

of any of the covenants or provisions contained in the Confidentiality Agreement could result in irreparable injury to either of the parties hereto for which there might be no adequate remedy at law, and that, in the event of such a breach or threat thereof, the non-breaching party shall be entitled to obtain a temporary and a permanent injunction restraining the other party hereto from engaging in any activities prohibited by any covenant or provision in the Confidentiality Agreement or such other equitable relief as may be required to enforce specifically any of the covenants or provisions of the Confidentiality Agreement.

(a) All notices, requests, demands and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given and made if (i) delivered by hand, (ii) otherwise delivered against receipt therefor, or (iii) sent by registered or certified mail, postage prepaid, return receipt requested. Any notice shall be duly addressed to the parties as follows:

(i) if to the Company:

Kevin Hicks

4690 Millennium Drive

Belcamp, MD 21017

with a copy to:

Steve L. Camahort, Esq.

O’Melveny & Myers LLP

275 Battery Street, Suite 2600

San Francisco, CA 94111

(ii) if to the Executive, to his most recent address on file, with a copy to:

Mitchell Schuster

Meister Seelig Fein, LLP

140 East 45^th St., 19^th Fl.

New York, NY 10017

(212)  ###-###-####

(b) Any parry may alter the address to which communications or copies are to be sent by giving notice of such change of address in conformity with the provisions of this Section 17 for the giving of notice, Any communication shall be effective when delivered by hand, when otherwise delivered against receipt therefor, or five (5) business days after being mailed in accordance with the foregoing.

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IN WITNESS WHEREOF, the Company and the Executive have executed this Agreement as of the date hereof.

SCHEDULE A

CHRIS FEDDE

2007 INCENTIVE BONUS PERFORMANCE FACTORS AND PAYOUT MATRIX

(To be reviewed annually by the Board)

1. Target Bonus = 100% of Base Salary

2. Performance Factor Chart

3. Accelerator Payout Matrix

SCHEDULE B

CHRIS FEDDE

Equity Award Vesting Chart