EX-10.1 2 a10-18763_1ex10d1.htm EX-10.1
LÉO APOTHEKER EMPLOYMENT AGREEMENT
This Agreement is entered into on September 29, 2010 by and between Hewlett-PackardCompany (the “Company”) and Léo Apotheker (“Executive”). 1.
Duties and Scope of Employment. (a)
Positions and Duties. As of November 1, 2010, Executive will serve asPresident and Chief Executive Officer of the Company, reporting to the Company’s Board of Directors (the “Board”), provided that Executive has obtained a United States visa permitting him toaccept an executive position with the Company for the intended Employment Term, as defined below(the “Effective Date”). Executive will render such business and professional services in the performance of his duties, consistent with Executive’s position within the Company. Executive will be the highest ranking executive officer of the Company, with the full powers, responsibilities andauthorities customary for the chief executive officer of corporations of the size, type and nature of Company, together with such other powers, authorities and responsibilities as may reasonably beassigned to him by the Board. Executive will report solely and directly to the Board. The periodExecutive is employed by the Company under this Agreement is referred to herein as the“Employment Term.” (b)
Board Membership. Executive will be appointed to serve as a member of theBoard as of the Effective Date. Thereafter, at each annual meeting of the Company’s stockholdersduring the Employment Term, the Company will nominate Executive to serve as a member of theBoard. Executive’s service as a member of the Board will be subject to any required stockholder approval. Upon the termination of Executive’s employment for any reason, Executive will be deemedto have resigned from the Board (and any boards of subsidiaries) voluntarily, without any further required action by Executive, as of the end of Executive’s employment and Executive, at the Board’srequest, will execute any documents necessary to reflect his resignation. (c)
Obligations. During the Employment Term, Executive will devote Executive’sfull business efforts and time to the Company and will use good faith efforts to discharge Executive’sobligations under this Agreement to the best of Executive’s ability. For the duration of theEmployment Term, Executive agrees not to actively engage in any other employment, occupation, or consulting activity for any direct or indirect remuneration without the prior approval of the Board(which approval will not be unreasonably withheld); provided, however, that Executive may, withoutthe approval of the Board, serve in any capacity with any civic, educational, or charitable organizationand serve on the board(s) set forth on Schedule A attached hereto, provided such services do notmaterially interfere with Executive’s obligations to the Company. Executive represents that he is notsubject to any non-competition, confidentiality, trade secrets or other agreement(s) that would preclude, or restrict in any way, Executive from fully performing his services hereunder during his