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EX-10.35 4 f35208exv10w35.htm EXHIBIT 10.35 exv10w35
Exhibit 10.35
August 11, 2007
Mr. Sujan Jain
655 S. Fair Oaks Avenue
Sunnyvale, CA 94086
655 S. Fair Oaks Avenue
Sunnyvale, CA 94086
Re: Offer of Employment as Chief Financial Officer
Dear Sujan:
Transmeta Corporation (Transmeta or the Company) is very pleased to offer you a position as Chief Financial Officer. Everyone who met with you during the interview process was very impressed and believes that you can make a substantial contribution. On behalf of the Company, I am delighted to welcome you and look forward to working with you.
Your position would be full time, reporting directly to me as a member of the executive staff. Your starting annual base salary would be $225,000. You would also be eligible to participate in the companys executive bonus plan, with a target bonus of 50% of your base salary.
You would also be granted a stock option to purchase up to 750,000 shares of Transmeta common stock at fair market value measured by the market closing price on your starting date. Your option would vest over a four-year period, beginning on your starting date, with a one year cliff clause. This stock option is not a promise of compensation and is not intended to create any employment obligation on the part of the Company.
You would also be eligible to participate in the Companys executive retention and severance plan, as amended, as a Category 1 Person. This invitation to participate in the Companys executive retention and severance plan is not a promise of compensation and is not intended to create any employment obligation on the part of the Company other than as expressly provided in that plan.
As an employee of Transmeta you would also be eligible to participate in several Company-sponsored benefits plans, including medical, life, and disability insurance, a Flexible Spending Plan, and a 401 (k) Plan.
This offer contemplates an at-will employment relationship which can be terminated by you or by Transmeta for any reason, with or without cause, without further obligation or liability, except that Transmeta would pay you any salary and compensation earned through your last date worked, and any compensation to which you are entitled under the executive retention and severance plan.
Your employment is contingent upon (1) your executing the enclosed Proprietary Information and Inventions Agreement, (2) your providing the legally required proof of identity and eligibility to work in the United States, and (3)
Mr. Sujan Jain
August 11, 2007
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August 11, 2007
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successful completion of reference and background checks as determined by the Company.
To confirm your acceptance of this offer, please sign and date one copy of this letter and return it to me. You may retain the other copy for your records. This letter, along with the other agreements referred to above, set out the terms of your employment relationship with Transmeta. This agreement supersedes any prior representation or agreements between you and Transmeta, whether written or oral.
Congratulations on joining Transmeta. We all look forward to working with you.
Very truly yours,
/s/ Lester M. Crudele | ||||||
Lester M. Crudele President and Chief Executive Officer |
Accepted By: | /S/ SUJAN JAIN | Date: | August 11, 2007 | |||
Enclosure: Transmeta Proprietary Information and Inventions Agreement