Sample Business Contracts

Offer Letter - GT Interactive Software and David Fremed

Employment Forms

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Sales Representative Contract. Independent sales representatives offer companies the potential to increase the sale of products or services without the burden of increasing headcount. Both parties should understand how commissions are calculated, when commissions will be paid, as well as how the representative will treat confidential information from the company and whether the representative may also sell a competing line of products or services.
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                             GT INTERACTIVE SOFTWARE
                                   LETTERHEAD

April 20, 2000

Mr. David Fremed
849 Longview Avenue
North Woodmere, NY  11581

Dear David:

              I am very pleased to offer you the position of Senior Vice
President, Finance and Chief Financial Officer with GT Interactive Software Corp
("GT"), reporting directly to the President and Chief Operating Officer.

              The purpose of this letter is to confirm the terms and conditions
of our employment offer to you:

-             Your annual salary will be $275,000.00 paid to you in equal
              installments. Currently our practice is to pay on a semi-monthly
              basis.

-             You will receive a one-time sign-on bonus of $20,000.00, less all
              applicable local, state, and federal taxes. This will be paid to
              you after 30 days of continuous employment. Should you voluntarily
              terminate your employment at GT within one year of your date of
              hire, you must repay the entire sign-on bonus.

-             You will be eligible to participate in the company's Corporate
              Incentive Program beginning in FY 2001 (commencing July 1, 2000)
              at a target amount equal to 40% of earned base salary through the
              end of the fiscal year; criteria is based upon company and
              individual performance.

-             You will receive a stock option of 150,000 GT Interactive Software
              option shares. These stock option shares will be granted on your
              date of hire and priced at Fair Market Value (FMV) on that day.
              These options will vest 25% per year, over a 4 year period.
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-             You will be eligible to participate in all of the company's
              standard benefit programs.

-             Should your employment be involuntarily terminated for reasons
              other than cause within the first two (2) years of your
              employment, you will receive a severance benefit of six (6) months
              base salary, paid as salary continuation. To receive this
              severance benefit, you will be required to sign a release
              statement. All severance benefits are subject to local, state, and
              federal taxes.

              By signing this letter you confirm that you are not subject to any
agreement (with a prior employer or otherwise) which would be violated by or
inconsistent with your employment at GT. During your employment with GT, you
agree that you will not improperly use any confidential or proprietary
information you may have concerning any third party, including any prior
employer.

              Please indicate your acceptance of this offer by signing this
letter where indicated and returning it to me.

              David, we look forward to having you join GT as part of our senior
management team. If you have any questions regarding the details of this letter,
please do not hesitate to contact me.

                                                     Sincerely,

                                                     /s/ Denis Guyennot

Accepted and agreed to:

By: /s/ David Fremed                                  4/21/00
    ------------------------                          --------------
        David Fremed                                  Date

cc:  H. Glantz, B. Bonnell, Personnel File


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