Employee Agreement (my minimal version 1)

Used for hiring the first employees in a company. Gives incentive of promised salary or shares IF certain conditions are met. Adjusted National Proprietary Information and Inventions Agreement is located here: Employee Proprietary Information And Inventions Agreement

Employee Name

Dear Employee Name:

Company (the “Company”) is pleased to offer you employment on the following terms:

1. Position. Your initial title will be Title, and you will initially report to the Company’s Manager.

2. Equity. Subject to the approval of the Company’s Board of Directors or its Compensation Committee, you will be granted Number of Shares shares of the Company’s common stock. The exercise price per share will be determined by the Board of Directors or the Compensation Committee when the shares are granted.

3. Proprietary Information and Inventions Agreement. Like all Company employees, you will be required, as a condition of your employment with the Company, to sign the Company’s standard Proprietary Information and Inventions Agreement, a copy of which is attached hereto as Exhibit A.

4. Employment Relationship. Employment with the Company is for no specific period of time. Your employment with the Company will be “at will,” meaning that either you or the Company may terminate your employment at any time and for any reason, with or without cause. Any contrary representations that may have been made to you are superseded by this letter agreement. This is the full and complete agreement between you and the Company on this term. Although your job duties, title, compensation and benefits, as well as the Company’s personnel policies and procedures, may change from time to time, the “at will” nature of your employment may only be changed in an express written agreement signed by you and a duly authorized officer of the Company (other than you).

5. Tax Advice. You are encouraged to obtain your own tax advice regarding any compensation received from the Company. You agree that the Company does not have a duty to design its compensation policies in a manner that minimizes your tax liabilities, and you will not make any claim against the Company or its Board of Directors related to tax liabilities arising from your compensation.

6. Interpretation, Amendment and Enforcement. This letter agreement and Exhibit A constitute the complete agreement between you and the Company, contain all of the terms of your employment with the Company and supersede any prior agreements, representations or understandings (whether written, oral or implied) between you and the Company. This letter agreement may not be amended or modified, except by an express written agreement signed by both you and a duly authorized officer of the Company. The terms of this letter agreement and the resolution of any disputes as to the meaning, effect, performance or validity of this letter agreement or arising out of, related to, or in any way connected with, this letter agreement, your employment with the Company or any other relationship between you and the Company (the “Disputes”) will be governed by State law, excluding laws relating to conflicts or choice of law. You and the Company submit to the exclusive personal jurisdiction of the federal and state courts located in State in connection with any Dispute or any claim related to any Dispute.

We hope that you will accept our offer to join the Company. You may indicate your agreement with these terms and accept this offer by signing and dating both the enclosed duplicate original of this letter agreement and the enclosed Proprietary Information and Inventions Agreement and returning them to me. This offer, if not accepted, will expire at the close of business on Date. As required by law, your employment with the Company is contingent upon your providing legal proof of your identity and authorization to work in the United States. Your employment is also contingent upon your starting work with the Company on or before Date.

If you have any questions, please call me at Phone Number.

Sincerely yours,

Company

By

Name: Hiring Name

Title: Hiring Title

Attachment

Exhibit A: Proprietary Information and Inventions Agreement

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