Apple 1996 Annual Report Download - page 81

EXHIBIT 10.A.40
August 19, 1996
Mr. Gerald F. Forsyth
120 Teresita Way
Los Gatos, CA 95032
Employment Agreement
Dear Fred:
The following sets forth our agreement regarding the terms and provisions of your employment as an officer and employee of Apple Computer,
Inc. (the" Company"). Capitalized words which are not otherwise defined herein shall have the meanings assigned to such words in
Section 5 of this Agreement.
2. Position. You shall be employed as Senior Vice President, General Manager of the Macintosh Products Group and shall report directly to the
Chief Operating Officer of the Company, and your duties and responsibilities to the Company shall be consistent in all respects with such
position. You shall devote substantially all of your business time, attention, skills and efforts exclusively to the business and affairs of the
Company, other than de minimis amounts of time devoted by you to the management of your personal finances or to engaging in charitable or
community services. Your principal place of employment shall be the executive offices of the Company in Cupertino, California, although you
understand and agree that you will be required to travel from time to time for business purposes.
3. Compensation.
(a) Base Salary. As compensation to you for all services rendered to the Company and its subsidiaries, the Company will pay you a base salary
at the rate of not less than four hundred forty thousand dollars ($440,000) per annum as of the Effective Date. Your base salary will be paid to
you in accordance with the Company's regular payroll practices applicable to its executive employees.
(b) Bonus. You shall be eligible to participate in the annual Senior Executive Bonus Plan (domestic) sponsored by the Company or any
successor plan thereto. Such bonus program shall afford you the opportunity to earn an annual bonus for each fiscal year of the Company
during your employment. During the Company's Fiscal Year 1996 only, your target annual bonus will be three hundred thirty thousand dollars
($330,000). The amount of your target annual bonus thereafter shall be reviewed annually by the Company. Each annual bonus shall be paid to
you in accordance with the terms and conditions of the bonus plan then in effect.
(c) Stock Options. In consideration of this Agreement, we will recommend to the Apple Computer, Inc. Board of Directors a stock option grant
of 150,000 shares of Apple Computer, Inc. common stock. Each grant vests over a three year period at 33% increments beginning one year
from the grant date and shall at all times be subject to the terms and conditions of the Apple Computer, Inc. 1990 Stock Option Plan, as
amended, and any successor plans thereto ("1990 Stock Plan").
(d) Benefits. You shall be eligible to participate in all employee benefit plans and arrangements that the Company provides to its executive
employees in accordance with the terms of such plans and arrangements, which shall be no less favorable to you, in the aggregate, than the
terms and provisions available to other executive employees of the Company.
4. Termination.
(a) Termination for Cause. If your employment is terminated by the Company for Cause, the Company shall pay you the full amount of the
accrued but unpaid base salary you have earned through the date of your termination, plus a cash payment (calculated on the basis of your base
salary then in effect) for all unused accrued vacation. In addition, you shall be entitled to benefits under the employee plans and arrangements
described in Section 3(d) above in accordance with terms and provisions of such plans and arrangements.
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1. Commencement of Employment. Your
employment under this Agreement commenced on July 1, 1996 (the
"Effective Date").