Sample Business Contracts

Employment Agreement - Diversa Corp. and Jay M. Short

Employment Forms

  • Employment Agreement. Employers can customize an employment agreement that states the salary, benefits, working hours and other important provisions for their new or existing employee.
  • Consulting Agreement. Answer simple questions to build a contract with a consultant. Specify the services rendered, when payment is due, as well as IP rights.
  • Commission Agreement. Employers who compensate their sales employees based on commissions can prepare an agreement to reduce misunderstandings by specifying the base salary and how commissions are calculated.
  • Executive Employment Agreement. Companies may offer their business executives a contract that is different from the one provided to their regular employees. Executive employment agreements may be more complex because the compensation structure may include a combination of salary and commissions, provide for bonuses based on sales, stock or other financial targets, and include non-compete, confidentiality and severance provisions.
  • 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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                                 June 25, 1998

[LOGO]                                                                   DIVERSA

Jay M. Short, Ph.D.
320 Delage Drive
Encinilas, California 92024                                         CONFIDENTIAL

Dear Jay,

The Board has been exceptionally pleased by your contributions to the success of
Diversa. The Board wishes to recognize your contribution as follows:

Title:                             President and Chief Technology Officer.

Bonus Payment:                     $500,000 paid by June 25, 1998, and $500,000
                                   paid on June 1, 1999, conditioned on your
                                   continued employment with Diversa Corporation
                                   on the date of each payment. This special
                                   bonus will not affect your participation in
                                   Diversa Corporation's bonus program for its

Stock Option Grant:                An additional grant of incentive stock option
                                   at 4% of total Diversa Corporation's fully
                                   diluted shares effective June 25, 1998.

Company Support:                   The Board, pursuant to an approved budget,
                                   will permit Management to operate Diversa
                                   within the current financial resources for a
                                   period of one (1) year.

Vesting:                           Four (4) years, under the terms of the 1997
                                   Stock Option Plan with 25% of the options
                                   vesting on the first anniversary and 1/12 of
                                   the remainder vesting quarterly thereafter
                                   and an accelerated immediate vesting of the
                                   unvested portion of stock options granted
                                   above upon the sale of the Company, or the
                                   involuntary termination of your employment
                                   without cause as defined in Diversa's Stock
                                   Purchase and Restriction Agreement.

R&D Support:                       One to two people, as required, in the areas
                                   of R&D sales and partnership management;
                                   reporting to Jay Short.


Jay M. Short
June 25, 1998
Page 2

Severance:                               In the event the Company is liquidated
                                         or is sold below the current valuation
                                         ($0.85 per share), salary will continue
                                         for two (2) years from the date of
                                         involuntary termination without cause,
                                         either under the current bi-monthly
                                         salary schedule or in a lump sum, at
                                         the election of the employer. In
                                         addition, all options and bonus payment
                                         mentioned above are accelerated. The
                                         two (2) year severance clause will
                                         revert to the previously agreed upon
                                         six (6) months clause after June 25,

In addition, the provision of the Employee Invention and Non-Disclosure
Agreement between you and Diversa Corporation will remain in full force and


                                       /s/ Terrance J. Bruggeman
                                       Terrance J. Bruggeman
                                       Chairman and Chief Executive Officer

I am in agreement with the aforementioned.

/s/ Jay M. Short
Jay M. Short, Ph.D.