| 1. | Position; Reporting; Commencement. The initial position title shall be Director of
Internal Audit and you shall initially report to The Audit Committee. Additional reporting
responsibilities will be to Peter Case in his position of Executive VP / CFO / Treasurer. You
shall commence employment effective on or before October 10, 2005. You will be required to
observe the Company’s personnel and business policies and procedures. In the event of any
conflict, the terms of this letter will control. |
| 2. | Base Salary; Reviews. You will receive a bi-weekly salary of $4,807.70, less
applicable withholding and deductions, which is payable every other Friday. Employees are
generally given performance reviews in or about January of each year. |
| 3. | Savings Plan. You will be eligible to participate in the Company’s 401(k) Plan at
the first entry date following the completion of six months continuous employment with the
Company. Under the current provisions, you will be eligible as of July 1, 2006. |
| 4. | Stock Options: The Company will grant you 5,000 options to purchase shares of the
Company’s common stock at an exercise price equal to the closing share price the day before
your employment commences. The options will vest over a three-year period, i.e. 1,666 vesting
on the one-year anniversary of employment commencement; 1,667 vesting on the two-year
anniversary of employment commencement; and 1,667 vesting on the three-year anniversary of
employment commencement. Options will be exercisable for a period of time from the vesting
date as defined by the Company’s Stock Option Plan. You have an opportunity to receive
additional stock options each year during the annual review process |
| 5. | Bonus: You have an opportunity to receive a 20% bonus ($25,000) of your annual
salary if the Company meets the plan. In order to be eligible for the bonus program you must
be employed with Ashworth Inc. through the end of each fiscal year. |
| 6. | Insurance Benefits. The Company will provide you with coverage under its group
medical, dental and life insurance policies as more specifically described in the group
insurance materials which will be provided to you upon your commencement of employment. The
cost of the medical and dental coverage will be shared between you and the Company, depending
on your plan and coverage elections. Under the current provisions, you will be eligible as of
December 1, 2005. The Company reserves the right to change, modify or eliminate such benefits
or coverages in its discretion. |
| 7. | Vacation: Paid vacation time begins to accrue following the completion of ninety
days of service. Upon the successful completion of ninety days of service, you will be
credited with paid vacation hours from date of hire. You will accrue 4.61 hrs. per pay-period
a total, of 3 weeks per year |
| 8. | Business Expenses, Mileage Reimbursement and Clothing Allowance. You will receive
reimbursement for normal, ordinary and reasonable business expenses upon your submission of
receipts substantiating the expenses claimed in accordance with Company policy. As part of
reasonable expenses, you will be |
entitled to reimbursement for business usage of your personal automobile. You will receive a
Clothing Allowance in accordance with Company policy of $50.00 per month. |
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| 9. | Confidentiality; Use of Licensed Software; Solicitation of Employees; Return of Property;
Termination. You acknowledge that, in the course of your employment with the Company, you
will have access to confidential information concerning the organization and functioning of
the business of the Company, and that such information is a valuable trade secret and the sole
property of the Company. Accordingly, except as required by law, legal process, or in
connection with any litigation between the parties hereto with respect to matters arising out
of this agreement, you agree that you will not, at any time during your employment with the
Company or after such employment, whether such employment is terminated as a
result of your resignation or discharge, disclose or furnish any such information to any
person other than an officer of the Company, and you will make no use of any such
information for your personal benefit. |
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The Company licenses the use of computer software from a variety of outside companies and,
unless authorized by the software developer, does not have the right to reproduce it. You
may use software only in accordance with the license agreement, whether on local area
networks or on multiple machines. If you learn of any misuse of software or related
documentation within the Company, you must notify your department manager. If you make,
acquire or use unauthorized copies of such computer software, you shall be disciplined as
appropriate under the circumstances. Such discipline may include termination. |
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You agree that for a period of two years from the date of voluntary or involuntary
termination, you will not solicit on your behalf, or on behalf of a third party, any then
current employee of the Company, to leave his or her employment with the Company for
employment with another employer. |
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You further agree that in the event of such termination, whether voluntary or involuntary,
you will not remove from the offices of the Company any personal property that does not
rightfully and legally belong to you and that you will return on the date of your said
termination, to an authorized representative of the Company, any and all property belonging
to the Company. You also agree that you will provide passwords on request for personal
computer files. |
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| 10. | At-Will Employment. You understand and agree that you are being employed for an
unspecified term and that this is an “at-will” employment relationship. This means that
either you or the Company may terminate your employment at will at any time with or without
cause or notice. This at-will aspect of your employment, which includes the right of the
Company to transfer, discipline, demote and/or reassign, may not be modified, amended or
rescinded except by an individual written agreement signed by both you and the Company’s
President. This letter sets forth the entire agreement between the parties and there are no
prior or contemporaneous representations, promises or conditions, whether oral or written, to
the contrary. |
/s/Rosie Rivera |
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Director of Human Resources |
/s/Greg W. Slack |
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