Apple 1997 Annual Report Download - page 119

however, that, if you fail to execute the Release or if you revoke the Release, then the Loan shall be immediately due and payable as of the
Employee Resignation Date. The Loan shall be fully recourse to you and shall be secured by your residence in Lake Tahoe ("Stonewood"),
which you have represented to the Company as having a current fair market value of approximately Six Million Dollars ($6,000,000) to Seven
Million Dollars ($7,000,000). You hereby agree to execute such documents and to take such further actions as the Company may deem
necessary or advisable to effect and to perfect such security interest. Notwithstanding the provisions of the promissory note representing the
Loan, you expressly acknowledge and agree that, as of the Employee Termination Date, the Loan shall bear interest at the rate of seven percent
(7%) per annum. You may prepay some or all of the principal amount of the Loan, and any portion of the accrued but unpaid interest on the
Loan, at any time, without premium or penalty. The Company may reduce or set off against any amounts that the Company owes to you any
amounts currently due and payable by you under the Loan.
(h) Any stock options granted to you pursuant to the Employment Agreement, the Apple Computer, Inc. 1990 Stock Option Plan, or other plan
or program which are vested by their terms as of the Employee Resignation Date shall remain exercisable for ninety (90) days following the
Employee Resignation Date. Upon expiration of such ninety- (90) day period, such vested options shall expire and be of no further force or
effect, to the extent not previously exercised. Any unvested portion of the options so granted will be forfeited as of the Employee Resignation
Date. As of the Director and Officer Resignation Date, you shall not be eligible to participate in any option repricing or exchange program
announced by the Company and you hereby irrevocably waive any right to participate in any such program.
(i) The Company shall have no obligation to make any payments to you with respect to your airplane, whether pursuant to the airplane use
arrangement referred to in Section 3(f) of the Employment Agreement or otherwise, for any period on and after the Director and Officer
Resignation Date.
5. NO OTHER SEVERANCE, PAYMENTS OR BENEFITS. Except as otherwise expressly provided herein, you hereby acknowledge and
agree that you are not entitled to any other compensation or benefits from any of the Companies or any of their respective officers, directors,
shareholders, employees, agents or affiliates in connection with your resignation of employment or otherwise and that, except as expressly set
forth herein, you are not entitled to any severance or similar benefits under any plan, program, policy or arrangement, whether formal or
informal, written or unwritten, of any of the Companies or any of their respective officers, directors, shareholders, employees, agents or
affiliates.
6. PROTECTION OF THE COMPANY'S INTERESTS.
(a) On the Employee Resignation Date, you shall return to the Company all property of the Companies then in your possession and all property
made available to you in connection with your service to any of the Companies, other than property described in Section 4(f), including,
without limitation, your Company credit cards, and all records, drawings, manuals, reports, papers and documents kept or made by you in
connection with your employment as a director, officer or employee of any of the Companies, including any files, memoranda, correspondence,
vendor and customer lists, financial data, keys and security access cards, and any other materials or documents described in Section 6(c) below.
(b) You shall keep the terms of this Resignation Agreement and all communications with any of the Companies and its counsel regarding the
same confidential.
(c) You will not, at any time, directly or indirectly divulge or disclose to any person, firm, association or corporation, or use for your own
benefit, gain or otherwise, any confidential or proprietary plans, products, customer lists, trade secrets, technical or business materials, or
information of any of the Companies or in the possession of any of the Companies, including any or all information or instructions, technical or
otherwise, issued or proclaimed for the sole use of the Companies, or any confidential information that was disclosed to you or in any way
acquired by you during your employment with any of the Companies.