EXHIBIT 10.12
August 23, 1999
Tim Joyce 12 Dover Way Lake Oswego, OR 97034
Dear Tim,
We are pleased to offer you employment with Fogdog, Inc. (hereinafter "Fogdog") as President, with a start date of August 26th, 1999.
The terms and commitments of your employment with Fogdog are as follows:
1. You will be employed to work full time and exclusively for the Company.
2. Salary. Base salary of $23,333.33 per month, which is equal to $280,000 per
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3. Bonus. You will have the opportunity to earn a bonus in addition to your
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base salary. Performance targets to earn the bonus are as attached to this
agreement. The target for the bonus is 20% of your salary with the
opportunity to earn more through performance accelerators. You must be
employed by Fogdog at the time the bonus is payable to be eligible to
receive the bonus.
4. Stock Options. Subject to approval by the Board of Directors of Fogdog, we
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are pleased to offer you participation within Fogdog's stock option plan at
a level of 1,000,000 common ISO shares. Options are vested over four years,
with 125,000 options vesting at the end of the first six months and monthly
vesting in equal increments of 20,833 options thereafter.
If, within 30 days from your start date, Nike Inc opens Fogdog up as a
retail account for its premium product (including Nike, Air Jordan, and
Alpha product lines), you will receive a bonus grant of 125,000 shares,
which shall be fully vested at the six month cliff date.
The exercise price per share will be the fair market value (current value is
$.88 per share) of the options as determined by the Board of Directors after
your start date.
In the event of an acquisition (Corporate Transaction) of the company during
the first twelve months of employment, twenty-four months' of options, to
the extent outstanding at that time but not o ...
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