[Company Letterhead]

Date

NameAddress

Dear ________________,

We are pleased to offer you a job with [Apple, Inc.] (the "Company"), as [title],commencing on [start date]. Your direct manager will be ______________. Yourannual salary will be ______________, paid [semi-monthly] in accordance with theCompany's standard payroll policies, which may change from to time. You will beeligible to participate in the Company's benefit plans and programs available to ourregular, full-time employees.

[If you have a standard bonus program, a good example would be: You will beeligible for a bonus in accordance with the Company's bonus programs as they maybe amended from time to time. Currently, you are eligible for a bonus of up to__________ on an annualized basis, which will be paid [annually/semi-annually/other] on a prorated basis from your time of hire through the end of the bonus period.Eligibility and the amount of the bonus will be dependent on __________________

as set forth in the current bonus program. In addition, you must be in good standingwith the Company and employed at the time the bonus is distributed to be eligible forthe bonus.]

You should be aware that your employment with the Company is for no specifiedperiod and constitutes at will employment. As a result, you are free to resign at anytime, for any reason or for no reason. Similarly, the Company is free to conclude itsemployment relationship with you at any time, with or without cause, and with orwithout notice.

You agree that, during the term of your employment with the Company, you will notengage in any other employment, occupation, consulting or other business activitydirectly related to the business in which the Company is now involved or becomesinvolved during the term of your employment, nor will you engage in any otheractivities that conflict with your obligations to the Company.

On your first day of employment you will be asked to submit verification of your legalright to work in the U.S.. You will be expected to sign and comply with anProprietary Information and Invention Assignment Agreement, which requires,among other provisions, the assignment of patent rights to any invention madeduring your employment at the Company and non-disclosure of proprietary

information. In addition, you will be expected to abide by company rules andregulations.

To indicate your acceptance of the Company’s offer, please sign and date this letterin the space provided below and return it to ____________. A duplicate original isenclosed for your records. This letter may not be modified or amended except by awritten agreement, signed by an authorized signatory of the Company and by you.This offer expires ___________ days from the date of this letter.

We are looking forward to having you join [Apple, Inc.]

Sincerely,

______________________[title]on behalf of [Apple, Inc.]

Agreed and accepted this _______ day of ___________, ___________.

________________________[Name]

NOTES:

This is an offer letter for a US full time exempt employee. It contains bracketedoptional language for an annual bonus.

Exempt versus Non-exempt -- This letter assumes that the employee is an exemptemployee who is not entitled to overtime. This has been a real problem fortechnology companies in particular. Since this is highly fact intensive, my advice isthat once you are hiring employees who really have no managerial authority orindependent discretion that you consult with a labor attorney or that you act morecautiously and hire them on an hourly basis and not permit them to work more than40 hours a week (also allowing lunch breaks) unless you are willing to pay overtime.There may be a small company exemption so its worth checking. This is a real

problem area for companies right now.

Proprietary Inventions and Assignment Agreement -- This offer letter assumes youhave one. You may have one by another name, in which case, edit accordingly. Ifyou do not have one, you should have one if you are dealing with technology or anyproprietary IP.