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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/15/20 NetApp, Inc. 10-K 4/24/20 143:21M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 2.13M
2: EX-4.5 Instrument Defining the Rights of Security Holders HTML 130K
3: EX-10.14 Material Contract HTML 211K
4: EX-10.19 Material Contract HTML 93K
5: EX-10.23 Material Contract HTML 238K
6: EX-10.24 Material Contract HTML 227K
7: EX-10.56 Material Contract HTML 86K
8: EX-10.57 Material Contract HTML 85K
9: EX-10.58 Material Contract HTML 66K
10: EX-21.1 Subsidiaries List HTML 49K
11: EX-23.1 Consent of Experts or Counsel HTML 44K
12: EX-31.1 Certification -- §302 - SOA'02 HTML 45K
13: EX-31.2 Certification -- §302 - SOA'02 HTML 45K
14: EX-32.1 Certification -- §906 - SOA'02 HTML 41K
15: EX-32.2 Certification -- §906 - SOA'02 HTML 41K
90: R1 Document and Entity Information HTML 103K
43: R2 Consolidated Balance Sheets HTML 122K
62: R3 Consolidated Balance Sheets (Parenthetical) HTML 58K
135: R4 Consolidated Statements of Operations HTML 109K
95: R5 Consolidated Statements of Comprehensive Income HTML 86K
48: R6 Consolidated Statements of Cash Flows HTML 137K
66: R7 Consolidated Statements of Stockholders' Equity HTML 87K
139: R8 Consolidated Statements of Stockholders' Equity HTML 42K
(Parenthetical)
89: R9 Description of Business and Significant Accounting HTML 110K
Policies
80: R10 Recent Accounting Standards Not Yet Effective HTML 44K
32: R11 Concentration of Risk HTML 47K
112: R12 Business Combinations HTML 73K
126: R13 Goodwill and Purchased Intangible Assets, Net HTML 138K
81: R14 Supplemental Financial Information HTML 283K
33: R15 Revenue HTML 173K
113: R16 Financial Instruments and Fair Value Measurements HTML 277K
127: R17 Financing Arrangements HTML 115K
79: R18 Leases HTML 125K
34: R19 Stockholders' Equity HTML 429K
84: R20 Derivatives and Hedging Activities HTML 78K
129: R21 Restructuring Charges HTML 139K
53: R22 Income Taxes HTML 312K
38: R23 Net Income per Share HTML 94K
85: R24 Segment, Geographic, and Significant Customer HTML 125K
Information
130: R25 Employee Benefits and Deferred Compensation HTML 89K
54: R26 Commitments and Contingencies HTML 56K
39: R27 Subsequent Event HTML 43K
86: R28 Description of Business and Significant Accounting HTML 189K
Policies (Policies)
128: R29 Description of Business and Significant Accounting HTML 49K
Policies (Tables)
124: R30 Business Combinations (Tables) HTML 71K
111: R31 Goodwill and Purchased Intangible Assets, Net HTML 145K
(Tables)
36: R32 Supplemental Financial Information (Tables) HTML 297K
83: R33 Revenue (Tables) HTML 170K
123: R34 Financial Instruments and Fair Value Measurements HTML 275K
(Tables)
110: R35 Financing Arrangements (Tables) HTML 109K
35: R36 Leases (Tables) HTML 132K
82: R37 Stockholders' Equity (Tables) HTML 434K
125: R38 Derivatives and Hedging Activities (Tables) HTML 79K
108: R39 Restructuring Charges (Tables) HTML 137K
142: R40 Income Taxes (Tables) HTML 313K
98: R41 Net Income per Share (Tables) HTML 93K
41: R42 Segment, Geographic, and Significant Customer HTML 132K
Information (Tables)
56: R43 Employee Benefits and Deferred Compensation HTML 90K
(Tables)
141: R44 Description of Business and Significant Accounting HTML 71K
Policies - Additional Information (Detail)
97: R45 Description of Business and Significant Accounting HTML 59K
Policies - Property and Equipment Depreciation
Life (Detail)
40: R46 Business Combinations - Additional Information HTML 62K
(Detail)
55: R47 Business Combinations - Summary of Preliminary HTML 72K
Acquisition Date Fair Values of Assets Acquired
and Liabilities Assumed (Detail)
143: R48 Goodwill and Purchased Intangible Assets, Net - HTML 47K
Schedule of Goodwill Activity (Detail)
96: R49 Goodwill and Purchased Intangible Assets, Net - HTML 53K
Purchased Intangible Assets, Net (Detail)
105: R50 Goodwill and Purchased Intangible Assets, Net - HTML 53K
Amortization Expense for Purchased Intangible
Assets (Detail)
121: R51 Goodwill and Purchased Intangible Assets, Net - HTML 51K
Future Amortization Expense Related to Purchased
Intangible Assets (Detail)
68: R52 Supplemental Financial Information - Cash and Cash HTML 50K
Equivalents (Detail)
21: R53 Supplemental Financial Information - Inventories HTML 48K
(Detail)
106: R54 Supplemental Financial Information - Property and HTML 64K
Equipment Net (Detail)
122: R55 Supplemental Financial Information - Additional HTML 82K
Information (Detail)
69: R56 Supplemental Financial Information - Depreciation HTML 43K
and Amortization Expense (Detail)
22: R57 Supplemental Financial Information - Other HTML 49K
Non-Current Assets (Detail)
107: R58 Supplemental Financial Information - Accrued HTML 52K
expenses (Detail)
120: R59 Supplemental Financial Information - Product HTML 54K
Warranty Liabilities (Detail)
61: R60 Supplemental Financial Information - Other HTML 53K
Long-term Liabilities (Detail)
44: R61 Supplemental Financial Information - Other Income HTML 51K
(Expense) Net (Detail)
91: R62 Supplemental Financial Information - Supplemental HTML 53K
Cash Flows, Non-Cash Investing and Financing
Activities (Detail)
131: R63 Revenue - Summary of Disaggregation of Revenue HTML 59K
(Detail)
67: R64 Revenue - Summary of Components of Deferred HTML 56K
Revenue and Financed Unearned Services Revenue
(Detail)
47: R65 Revenue - Summary of Activity Related to Deferred HTML 47K
Revenue and Financed Unearned Services Revenue
(Detail)
94: R66 Revenue - Additional Information (Detail) HTML 44K
136: R67 Revenue - Additional Information (Detail1) HTML 49K
58: R68 Revenue - Summary of Activity Related to Deferred HTML 47K
Commissions (Detail)
50: R69 Revenue - Summary of Activity Related to the HTML 47K
Balances in Consolidated Balance Sheets (Detail)
31: R70 Financial Instruments and Fair Value Measurements HTML 63K
- Summary of Investments (Detail)
74: R71 Financial Instruments and Fair Value Measurements HTML 53K
- Additional Information (Detail)
119: R72 Financial Instruments and Fair Value Measurements HTML 59K
- Contractual Maturities of Debt Investments
(Detail)
102: R73 Financial Instruments and Fair Value Measurements HTML 93K
- Summary of Financial Assets and Liabilities
Measured at Fair Value on Recurring Basis (Detail)
27: R74 Financing Arrangements - Carrying Value of HTML 67K
Long-Term Debt (Detail)
70: R75 Financing Arrangements - Additional Information HTML 103K
(Detail)
116: R76 Financing Arrangements - Future Principal Debt HTML 52K
Maturities (Detail)
99: R77 Leases - Additional Information (Detail) HTML 48K
25: R78 Leases - Components of Lease Cost Related to HTML 47K
Operating Leases (Detail)
77: R79 Leases - Supplemental Cash Flow Information HTML 44K
Related to Operating Leases (Detail)
30: R80 Leases - Supplemental Balance Sheet Information HTML 60K
Related to Operating Leases (Detail)
73: R81 Leases - Future Minimum Operating Lease Payments HTML 59K
(Detail)
118: R82 Leases - Schedule of Future Minimum Operating HTML 59K
Lease Payments (Detail)
101: R83 Stockholders' Equity - Additional Information HTML 161K
(Detail)
29: R84 Stockholders' Equity - Additional Information HTML 48K
Related to Stock Options (Detail)
72: R85 Stockholders' Equity - Activity Related to HTML 64K
Restricted Stock Units Including Performance-Based
Restricted Stock Units (Detail)
117: R86 Stockholders' Equity - Number and Value of Shares HTML 45K
Netted for Employee Taxes (Detail)
100: R87 Stockholders' Equity - Schedule of Employee Stock HTML 49K
Purchase Plan (Espp) (Detail)
23: R88 Stockholders' Equity - Stock-Based Compensation HTML 58K
Expense (Detail)
75: R89 Stockholders' Equity - Summary of Valuation HTML 59K
Assumptions (Detail)
63: R90 Stockholders' Equity - Summary of Activities HTML 56K
Related to Stock Repurchase Program (Detail)
45: R91 Stockholders' Equity - Summary of Activities HTML 49K
Related to Dividends on Common Stock (Detail)
92: R92 Stockholders' Equity - Accumulated Other HTML 73K
Comprehensive Income (Loss) by Component Net of
Tax (Detail)
132: R93 Stockholders' Equity - Amounts Reclassified Out of HTML 61K
Accumulated Other Comprehensive Income (Loss)
(Detail)
64: R94 Derivatives and Hedging Activities - Schedule of HTML 52K
Notional Value of Outstanding Foreign Currency
Forward Contracts (Detail)
46: R95 Derivatives and Hedging Activities - Schedule of HTML 45K
Derivative Instruments Not Designated as Cash Flow
Hedges (Detail)
93: R96 Restructuring Charges - Additional Information HTML 50K
(Detail)
134: R97 Restructuring Charges - Activities Related to HTML 67K
Restructuring Reserves (Detail)
60: R98 Income Taxes - Income Before Income Taxes (Detail) HTML 49K
52: R99 Income Taxes - Provision for Income Taxes (Detail) HTML 67K
26: R100 Income Taxes - Statutory Federal Income Tax Rate HTML 78K
(Detail)
78: R101 Income Taxes - Additional Information (Detail) HTML 99K
115: R102 Income Taxes - Deferred Tax Assets and Liabilities HTML 76K
(Detail)
104: R103 Income Taxes - Unrecognized Tax Benefits (Detail) HTML 52K
24: R104 Income Taxes - Summary of Tax Years Remain Subject HTML 70K
to Examinations under Major Tax Jurisdictions
(Detail)
76: R105 Net Income per Share - Computation of Basic and HTML 63K
Diluted Net Income Per Share (Detail)
114: R106 Net Income per Share - Additional Information HTML 42K
(Detail)
103: R107 Segment Geographic and Significant Customer HTML 48K
Information - Additional Information (Detail)
28: R108 Segment Geographic and Significant Customer HTML 50K
Information - Schedule of Revenues by Geographic
Region (Detail)
71: R109 Segment Geographic and Significant Customer HTML 48K
Information - Schedule of Cash, Cash Equivalents
and Short-Term Investments (Detail)
57: R110 Segment Geographic and Significant Customer HTML 48K
Information - Schedule of Property and Equipment
Net by Geographic Areas (Detail)
49: R111 Segment Geographic and Significant Customer HTML 50K
Information - Significant Customers (Detail)
87: R112 Segment Geographic and Significant Customer HTML 49K
Information - Schedule of Net Accounts Receivable
from Significant Customers (Detail)
137: R113 Employee Benefits and Deferred Compensation - HTML 57K
Additional Information (Detail)
59: R114 Employee Benefits and Deferred Compensation - HTML 42K
Amount Contributed under 401(k) Plans (Detail)
51: R115 Employee Benefits and Deferred Compensation - HTML 47K
Deferred Compensation Plans (Detail)
88: R116 Employee Benefits and Deferred Compensation - HTML 49K
Schedule of Defined Benefit Plans (Detail)
138: R117 Commitments and Contingencies - Additional HTML 73K
Information (Detail)
65: R118 Subsequent Event - Additional Information (Detail) HTML 45K
133: XML IDEA XML File -- Filing Summary XML 265K
37: XML XBRL Instance -- ntap-10k_20200424_htm XML 5.66M
42: EXCEL IDEA Workbook of Financial Reports XLSX 147K
17: EX-101.CAL XBRL Calculations -- ntap-20200424_cal XML 336K
18: EX-101.DEF XBRL Definitions -- ntap-20200424_def XML 930K
19: EX-101.LAB XBRL Labels -- ntap-20200424_lab XML 1.97M
20: EX-101.PRE XBRL Presentations -- ntap-20200424_pre XML 1.61M
16: EX-101.SCH XBRL Schema -- ntap-20200424 XSD 264K
109: JSON XBRL Instance as JSON Data -- MetaLinks 547± 902K
140: ZIP XBRL Zipped Folder -- 0001564590-20-029349-xbrl Zip 590K
Exhibit 10.56
Dear Ron:
This letter confirms the agreement between NetApp, Inc. (“NetApp” or the “Company”) and you regarding the terms of your mutual separation from the Company (the “Agreement”). Your employment will end by mutual agreement on June 5, 2020 (your “Separation Date”). Until your Separation Date, you have agreed to assist with an orderly transition of your duties.
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1. |
Separation Benefits. In consideration for you signing and not revoking this Agreement, the representations you make in this Agreement, and your complying with its terms, you will receive a lump sum payment in the amount of $626,000, less applicable taxes, deductions and withholding and any amounts you owe to the Company. You agree that the foregoing shall constitute the entire amount of consideration provided to you under this Agreement, and that you will not seek any further compensation for any other claimed damage, costs or attorneys’ fees from NetApp at any time for any reason. |
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2. |
Executive Compensation Plan. To the extent not paid as of the Separation Date, you will be eligible to receive payment of the amount earned under your fiscal 2020 incentive compensation award, less applicable taxes, deductions and withholdings, in accordance with the terms and conditions approved by the Compensation Committee of the Company’s Board of Directors under the Company’s Executive Compensation Plan (the “ECP”). |
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Stock Options, Restricted Stock Units (RSUs) and Performance-Based RSUs (PBRSUs). For purposes of clarification, you will receive vesting of that portion of your outstanding PBRSUs with a performance period ending on April 24, 2020, with payout based on actual performance of the Company relative to the metrics set forth in the award agreement governing such PBRSUs. Except as provided herein, your stock options, RSUs, and PBRSUs will stop vesting on your Separation Date. |
Stock Administration will send a Closing Statement to your mailing address on file with NetApp. The Closing Statement will identify any stock options available for exercise and the deadline to exercise those options. You must exercise any vested options that are exercisable by the “Last Date to Exercise” on the Closing Statement. If the Last Date to Exercise falls on a weekend or Holiday, you must complete your transaction on or before the business day immediately preceding the Last Date to Exercise. If you have any questions or do not receive the statement within two (2) weeks of your Separation Date, it is your responsibility to contact NetApp Stock Administration at stockadmin@netapp.com or (408) 822-4034. Any unvested stock options, RSUs, and PBRSUs as of your Separation Date will be cancelled.
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Continuation of Health Benefits. Your health benefits will continue until the last day of June 2020. After that date, you may elect to continue your health insurance coverage under COBRA, assuming you are eligible for COBRA continuation. NetApp does not determine your eligibility for COBRA. |
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Return of Company Property. By the Separation Date, you will return to the Company all Company documents (and all copies thereof) and other Company property and materials in your possession, or your control, including, but not limited to, Company files, notes, memoranda, correspondence, lists, drawings, records, plans and forecasts, financial information, personnel |
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information, customer and customer prospect information, sales and marketing information, product development and pricing information, specifications, computer-recorded information, tangible property, credit cards, entry cards, identification badges and keys, and any material of any kind which contain or embody any proprietary or confidential material of the Company (and all reproductions thereof). You agree to return all Company electronic equipment with all Company files, including but not limited to Company email, intact. You further confirm that you have cancelled all accounts for your benefit, if any, in the Company’s name, including, but not limited to, credit cards, telephone charge cards, cellular phone and/or pager accounts and computer accounts. Separation Benefits will not be provided until all Company property is returned. By executing this Agreement, you are confirming in writing that you have returned all Company property as described in this paragraph. This paragraph is a material part of this Agreement. You acknowledge and understand that failure to comply with this paragraph constitutes a material breach of this Agreement. |
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Maintaining Confidential Information. You agree not to disclose any confidential informationyou acquired while an employee of the Company to any other person or entity, or use such information in any manner that is detrimental to the Company’s interests, per NetApp’s Proprietary Information and Inventions Agreement or similar agreement (“PIIA”), which you signed when you were hired, and you further agree to honor the terms of the PIIA, including those terms which survive your employment with the Company. |
However, nothing in this Agreement prohibits you from reporting an event that you reasonably and in good faith believe is a violation of the law to the relevant law enforcement agency (such as the Securities and Exchange Commission, Equal Employment Opportunity Commission or Department of Labor), or from cooperating in an investigation conducted by such a government agency. You are hereby provided notice that under the 2016 Defend Trade Secrets Act, (1) no individual will be held criminally or civilly liable under Federal or State trade secret law for the disclosure of a trade secret (as defined in the Economic Espionage Act) that (A) is made in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and made solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal so that it is not made public; and (2) an individual who pursues a lawsuit for retaliation by an employer for reporting a suspected violation of the law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal, and does not disclose the trade secret, except as permitted by court order. This Agreement also does not prevent the disclosure of factual information relating to claims of sexual assault, sexual harassment, harassment or discrimination based on sex, or retaliation for filing a claim of sexual assault.
You agree to keep confidential and not disclose any negotiations and discussions resulting in this Agreement; provided however, that you may discuss this matter in confidence with your spouse/domestic partner, attorney or accountant, so long as those parties agree to be bound by this confidentiality agreement.
These paragraphs are a material part of this Agreement. You acknowledge and understand that failure to comply with these paragraphs, or any of them, constitute a material breach of this Agreement.
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Cooperation with the Company. You agree to cooperate fully with the Company in its defense or prosecution of or other participation in any administrative, judicial or other proceeding arising from any charge, complaint, action for protection of intellectual property, or other action which has been or may be filed, including, but not limited to the currently pending claims captioned Smith v. NetApp, Inc., et al. Smith v. NetApp, Inc. et al., and Sorokunov v. NetApp, Inc. |
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Non-Disparagement. You agree that, at all times, you shall not make any false, disparaging or derogatory statements to any media outlet, industry group, financial institution or current or former employee, consultant, client, customer of the Company, or other person or entity regarding the Company, or any of its directors, officers, employees, agents, or representatives, or about the Company’s products, services, technologies, business affairs and/or financial condition. Nothing in this section prevents you from initiating or participating in any government investigation and testifying truthfully under oath pursuant to subpoena or other legal process. NetApp agrees to instruct George Kurian, Debra McCowan, James Whitemore, Brad Anderson, Anthony Lye, Matt Fawcett, Atish Gude, Henri Richard, and Sheila Rohra not to make any false, disparaging or derogatory statements about you to any media outlet, industry group, financial institution or current or former employee, consultant, client, customer of the Company, or other person or entity. |
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Non-Solicitation of Company Employees, Contractors or Consultants. You will not for a period of one year immediately after the end of your employment, directly or indirectly, individually or on behalf of any person or entity, solicit or induce or assist in any manner in the solicitation or inducement of any employee, contractor or consultant of the Company or any affiliate company, to: |
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a. |
render services to you or for your benefit or for the benefit of another person or entity; and/or |
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b. |
terminate his or her employment or engagement by the Company or affiliated company. |
As part of this restriction, subject to applicable laws, you will not provide any Proprietary Information (as defined in the PIIA) regarding an employee of the Company in connection with a third party considering that employee for employment. This restriction shall not apply to general and non-targeted communications that advertise employment opportunities. You understand that this restriction shall also not apply to communications with employees of the Company as part of your performance of duties for the Company (such as bona fide hiring and firing decisions affecting Company personnel).
Where required by applicable law to be enforceable, the foregoing restrictions shall be limited to employees, contractors, and consultants with whom you had material business-related contact or dealings or as to whom you performed supervisory responsibilities or received Proprietary Information about in the last two years of employment with the Company (or such shorter period of time if you have been employed with the Company for less than two years).
California Exception: If you reside in California and are subject to its laws, then you may not for a period of one year after your Separation Date, either directly or indirectly solicit or attempt to solicit, as that term is defined pursuant to California law, any employee, independent contractor, or consultant of the Company to terminate his or her relationship with the Company in order to become an employee, consultant, independent contractor or re-seller to or for any other person or entity outside the Company. As part of this restriction, subject to California law, you will not provide any Proprietary Information regarding an employee of the Company in
connection with a third party considering that employee for employment. This restriction shall not apply to general and non-targeted communications that advertise employment opportunities, unsolicited requests for employment or references so long as they do not disclose Proprietary Information, or communications with employees of the Company as part of the performance of duties for the Company (such as bona fide hiring and firing decisions affecting Company personnel).
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Acknowledgment of Payment of Wages. By your Separation Date, you will have received your final paycheck which will include a final payment for wages through your Separation Date, bonuses (if any), employee stock purchase plan reimbursement, accrued but unused vacation pay and any similar payments due from NetApp, less applicable taxes, deductions and withholdings, if applicable, as of the Separation Date. You acknowledge that NetApp does not owe you any other amounts, except any payment under the NetApp ECP in accordance with paragraph 2 herein, payment of any PBRSUs in accordance with paragraph 3 herein, and any valid unreimbursed business expenses that you will submit to the Company. ECP payment will be made at the time as all such payments under the plan. Requests for reimbursement of business expenses must be made within 21 days from your Separation Date. By signing this Agreement, you also expressly agree that the Company may deduct from your separation payment check any amounts owed to the Company as of your Separation Date, including but not limited to repayment of expenses, vacation and other benefits advanced to you by the Company. |
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General Release. You understand that by signing this Agreement, you are agreeing not to sue, or otherwise file any claim against, the Company or any of its employees or other agents for any reason whatsoever based on anything that has occurred as of the date you sign this Agreement. |
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On behalf of yourself and your heirs and assigns, you hereby generally release and forever discharge the “Releasees” hereunder, consisting of the Company, and each of its owners, shareholders, affiliates, divisions, predecessors, successors, assigns, agents, directors, officers, partners, employees, attorneys and insurers, and all persons acting by, through, under or in concert with them, or any of them, of and from any and all manner of action or actions, cause or causes of action, in law or in equity, suits, debts, liens, contracts, agreements, promises, liability, claims, demands, damages, loss, cost or expense, of any nature whatsoever, known or unknown, fixed or contingent (hereinafter called “Claims”), which you now have or may hereafter have against the Releasees, or any of them, by reason of any matter, cause or thing whatsoever from the beginning of time to the date hereof, including, without limiting the generality of the foregoing, any Claims arising out of, based upon, or relating to your hire, employment, remuneration or resignation by the Releasees, or any of them, including any Claims arising under Title VII of the Civil Rights Act of 1964, as amended; the Equal Pay Act, as amended; the Fair Labor Standards Act, as amended; the Employee Retirement Income Security Act, as amended; the California Fair Employment and Housing Act, as amended; the California Labor Code; and/or any other waiveable local, state or federal law governing discrimination in employment, the payment of wages and employment benefits, and all claims for attorneys’ fees costs and expenses. |
Notwithstanding the generality of the foregoing, you do NOT release the following claims:
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Claims for unemployment compensation or any state disability insurance benefits pursuant to the terms of applicable state law; |
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Claims for workers’ compensation insurance benefits under the terms of any workers’ compensation insurance policy or fund of the Company, though you acknowledge that you did not suffer any workplace or work-related injury during the term of your employment that you have not already reported to the Company; |
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Claims to continued participation in certain of the Company’s group benefit plans pursuant to the terms and conditions of the federal law known as COBRA; |
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Claims to any benefit entitlements vested as of the date of your employment termination, pursuant to written terms of any Company employee benefit plan; |
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Claims for statutory indemnity; |
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The right to file a charge with or report a claim or concern to the National Labor Relations Board, Equal Employment Opportunity Commission, Securities and Exchange Commission, the Occupational Safety and Health Administration and other similar government agencies. However, you agree that with respect to any non-waiveable Claims brought before any government agency, you waive your right (if any) to any monetary or other recovery should any government agency or other third party pursue any claims on your behalf, either individually, or as part of any collective action; |
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Claims to enforce this Agreement; |
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viii. |
The right to testify in an administrative, legislative, or judicial proceeding concerning alleged criminal conduct or alleged sexual harassment on the part of the Company or its agents or employees, if you have been required or requested to attend the proceeding pursuant to a court order, subpoena, or written request from an administrative agency or the legislature; and |
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ix. |
Claims that may not be released, waived or compromised by private agreement. |
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b. |
YOU ACKNOWLEDGE THAT YOU ARE FAMILIAR WITH THE PROVISION OF CALIFORNIA CIVIL CODE SECTION 1542, OR COMPARABLE APPLICABLE STATE STATUTE, WHICH PROVIDES AS FOLLOWS: |
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.
BEING AWARE OF SAID CODE SECTION, YOU HEREBY EXPRESSLY WAIVE ANY RIGHTS YOU MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.
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In accordance with the Older Workers Benefit Protection Act of 1990, you should be aware of the following: |
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You have the right to consult with an attorney and are hereby advised in writing to consult with an attorney of your choice prior to signing this Agreement; |
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You are, through this Agreement, releasing the Releasees from any and all claims you may have against them, including but not limited to claims for age discrimination under the Age Discrimination in Employment Act of 1967 (29 U.S.C. § 621, et seq.); |
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You understand that rights or claims under the Age Discrimination in Employment Act of 1967 (29 U.S.C. § 621, et seq.), that may arise after the date this Agreement is signed, are not waived; |
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You have the opportunity of a full twenty-one (21) days from the date of this Agreement, or the day you were presented with this Agreement, whichever is later, to consider this Agreement before signing it, and if you have not availed yourself of that full time period, you have failed to do so knowingly and voluntarily; and |
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v. |
You have seven (7) days after signing this Agreement to communicate in writing any revocation of this Agreement to the Sr. Vice President of Human Resources of the Company, for receipt within seven (7) days of acceptance, and this Agreement will not be effective, and you will not receive any of the Separation Benefits, until that revocation period has expired. |
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Severability. The provisions of this Agreement are severable. If any provision is held to be invalid or unenforceable, it shall not affect the validity or enforceability of any other provision. |
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Choice of Law/Venue. The Parties agree that all controversies arising out of this Agreement will be governed by the law of the state in which you were last employed by the Company. The prevailing party in any such action shall be entitled to recover costs and attorneys’ fees. |
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14. |
Voluntary and Knowing Agreement. You represent that you have thoroughly read and considered all aspects of this Agreement, that you understand all of its provisions, and that you are voluntarily entering into said Agreement. |
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15. |
Attorneys’ Fees and Costs. You and the Company each agree to bear your own attorneys’ fees and costs and expenses incurred, and to be incurred, in connection with any Claim and the negotiation, execution and implementation of this Agreement. |
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16. |
Arbitration of Disputes. Any controversy, dispute, or claim between the Parties to this Agreement, including any claim arising out of, in connection with, or in relation to the formation, interpretation, performance or breach of this Agreement; as well as all disputes arising out of or relating to the employment relationship including, but not limited to, claims arising under statute, regulation, contract or common law, shall be resolved exclusively by arbitration, before a single arbitrator, in accordance with the Employment Arbitration Rules and Mediation Procedures of the American Arbitration Association (“AAA”) then in effect, and not by a court or jury trial. AAA rules may be found at www.adr.org or by using an internet search engine (such as google.com or bing.com). If you, for any reason, want the Company to provide you with a copy of these rules, the request should be made within thirty (30) days of the execution of this Agreement. The arbitration shall be held within 45 miles of where you were last employed by the Company. Arbitration under this Agreement is governed by the Federal Arbitration Act (9 U.S.C. §§ 1 et seq.) and evidences a transaction involving commerce. |
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b. |
The arbitrator will be selected by mutual agreement of the Parties or, if the Parties cannot agree, by alternatively striking names from a list of arbitrators supplied by the AAA in accordance with the AAA’s rules. Each party will pay his/her/its own attorneys’ fees, subject to any remedies a party may be entitled to under applicable law. However, in accordance with applicable law, the Company will pay the arbitrator’s and arbitration fees. The award of the arbitrator shall be set forth in writing and shall be final and binding. Judgment upon any award may be entered in any court having jurisdiction. |
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c. |
Without waiving any other rights and remedies under this Paragraph, either you or the Company may apply for provisional equitable relief from a court of competent jurisdiction when an arbitration award may be ineffectual without such provisional relief. Nothing in this Paragraph shall preclude or excuse a party from bringing an administrative claim before any agency in order to fulfill the party’s obligation to exhaust administrative remedies before making a claim in arbitration. |
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d. |
Before submission of the written claim for arbitration, the Parties shall submit the matter to non-binding mediation before a mutually selected neutral mediator. The Company shall pay the reasonable fees of the mediator and the expenses associated with the mediation. JAMS, Judicate West, or some comparable independent mediation service shall be used to provide the mediator and the rules under which the mediation shall be conducted. In the event the claim is not resolved through the mediation process, the claim shall be submitted to binding arbitration, as provided herein. |
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17. |
Entire Agreement; Amendment. This Agreement sets forth the entire Agreement between you and the Company and supersedes any and all prior oral and written agreements or understandings between you and the Company concerning the subject matter, including, but not limited to, the offer letter between you and the Company dated March 22, 2016 and the Change of Control Severance Agreement entered into between you and the Company dated June 23, 2019, except the PIIA which you signed at the start of your employment which shall remain in full force and effect. This Agreement may not be altered, amended or modified, except by a further written document signed by you and the Company. |
You will be provided the opportunity to sign this document electronically if you so choose. Alternately you may date and sign a hard copy of this document in the places indicated below and return it to:
NetApp
7301 Kit Creek Rd
P.O. Box 13917
Research Triangle Park, NC 27709
Attn: HR – People Operations
Your deadline to sign this Agreement is 21 days from your Separation Date.
Respectfully,
/s/ Debra McCowan
Sr. VP, Human Resources
Accepted and agreed to on April 3, 2020
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 6/15/20 | None on these Dates | ||
| 6/5/20 | ||||
| For Period end: | 4/24/20 | |||
| 4/3/20 | ||||
| 6/23/19 | ||||
| 3/22/16 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/14/23 NetApp, Inc. 10-K 4/28/23 141:27M Donnelley … Solutions/FA 6/16/22 NetApp, Inc. 10-K 4/29/22 140:23M Donnelley … Solutions/FA 6/21/21 NetApp, Inc. 10-K 4/30/21 135:20M ActiveDisclosure/FA 3/01/21 NetApp, Inc. S-3ASR 3/01/21 5:1.4M Donnelley … Solutions/FA 8/28/20 NetApp, Inc. S-8 8/28/20 4:535K Donnelley … Solutions/FA |