Sonus Networks, Inc. Employment Offer Letter to Paul McDermott (VP, Corporate Controller and VP, Finance)

Summary

Sonus Networks, Inc. offers Paul McDermott the position of VP, Corporate Controller and VP, Finance, reporting to the CFO. The employment is at-will, with an annual salary of $190,000, eligibility for a pro-rated 2005 bonus, and a stock option grant for 150,000 shares, subject to plan terms. Benefits include health, dental, life insurance, vacation, and 401K. Employment is contingent on eligibility verification and signing a Noncompetition and Confidentiality Agreement. The offer must be accepted by August 17, 2005, and is governed by Massachusetts law.

EX-10.1 2 ###-###-####-ex101.txt EXHIBIT 10.1 Sonus Networks, Inc. ================================================================================ 250 Apollo Drive, Chelmsford, MA 01824 August 9, 2005 Mr. Paul McDermott 18 Nipmuck Drive Westborough, MA 01581 Dear Paul: I am pleased to provide you with the terms and conditions of our offer of employment to you by Sonus Networks, Inc. (the "Company"). 1. Position. Your initial position will be VP, Corporate Controller and VP, Finance, reporting to Ellen Richstone, Chief Financial Officer. In addition to performing duties and responsibilities associated with the position of VP, Controller from time to time the Company may assign you other duties and responsibilities. As a full-time employee of the Company, you will be expected to devote your full business time and energies to the business and affairs of the Company. 2. Starting Date/Nature of Relationship. It is expected that your employment will start on or within 1 week from August 29, 2005. No provision of this letter shall be construed to create an express or implied employment contract for a specific period of time. Employment at Sonus Networks, Inc. is considered "at will" and either you or the Company may terminate the employment relationship at any time and for any reason. 3. Compensation. (a) Your initial salary will be annualized at $190,000. You will be eligible to participate in the Bonus Program for 2005 (pro-rated) with a target of 20% of annual base salary. Objectives will be agreed upon within the first ninety days of your employment. (b) You will be granted an option to purchase 150,000 shares of common stock under the Company's Incentive Stock Plan, subject to the terms of the Plan and approval of the Stock Option Committee. Should the Company implement a change of control provision for corporate officers, this position will be included. 4. Employment Eligibility. In compliance with the Immigration Reform and Control Act of 1986, you are required to establish your identity and employment eligibility. Therefore, on your first day of employment you will be required to fill out an Employment Verification Form and present documents in accordance with this form. 5. Benefits. You will be entitled as an employee of the Company to receive such benefits as are generally provided its employees in accordance with Company policy as in effect from time to time. Company benefits include group health, life and dental insurance, and liberal holidays, vacation and 401K programs. All employees begin accruing three (3) weeks of vacation upon date of hire. The Company is committed to providing a healthy work environment for every employee. Therefore, we provide a smoke free environment and require all employees to comply. The Company retains the right to change, add or cease any particular benefit. 6. Confidentiality. The Company considers the protection of its confidential information and proprietary materials to be very important. Therefore, as a condition of your employment, you and the Company will become parties to a Noncompetition and Confidentiality Agreement. Two copies of this agreement are sent with this offer letter. Both copies must be signed and returned to the Company prior to the first day of employment. 7. General. (a) This letter will constitute our entire agreement as to your employment by the Company and will supercede any prior agreements or understandings, whether in writing or oral. (b) This letter shall be governed by the law of the Commonwealth of Massachusetts. (c) Sonus Networks is an equal opportunity employer. You may accept this offer of employment and the terms and conditions thereof by confirming your acceptance by August 17, 2005. Please send your signed letter to the Company, or via e-mail to Nancy Forte at ***@*** which execution will evidence your agreement with the terms and conditions set forth herein and therein. You may retain the enclosed copy of this letter for your records. We are enthusiastic about you joining us, and believe that our technical and business goals will provide every opportunity for you to achieve you personal and professional objectives. Very truly yours, /s/Colleen Humphrey - ------------------- Colleen Humphrey Director, Human Resources