Exhibit
10.26
 
 
 November
3, 2007
 
 
 Mr.
Joseph R. Mele
 67
Blazier Road
 Martinsville,
New Jersey 08836
 
 
 Dear
Joe:
 
 I am
pleased to offer you the position of Senior Vice President, Operationsfor Gerber Scientific, Inc.  Marc Giles is very optimistic
about the significant contribution you can make to our company’s
future.
 
 Following
are the principal terms of our offer:
 
 1.   DATE
OF EMPLOYMENT:
 Your
employment with Gerber will commence on Decmber 2,
2007.  Human Resources will provide an orientation at 8:30
A.M.
 
 2.   COMPENSATION:
 You will
be a full-time salaried exempt employee, and your base salary for this position
is $11,538.46 payable on
a bi-weekly basis ($300,000
annualized).
 
 3.   ANNUAL
INCENTIVE
 You will
be eligible to participate in the Gerber Scientific, Inc., Incentive Bonus Plan.
Your bonus target will be50%of base salary, if we achieve 100% of target.  The range of
bonus will be between zero and a maximum of 100% of base salary depending on
attainment of our objectives. For the fiscal year 2008 you will participate in
the bonus plan on a pro rated basis. Our fiscal year ends April 30 and bonus
payments are scheduled for July.
 
 4.   STOCK:
 You will
be eligible to participate in the Gerber Scientific, Inc. Employee Stock Plan.
The Plan is administered by the Management, Development and Compensation
Committee (MDCC) of the Board of Directors of Gerber Scientific, Inc
(Board).  Subject to approval of the MDCC, you will be awarded options to purchase 18,000 shares of Gerber Common
Stock. The option price will be the closing price of Gerber stock on the day the
options are granted and the options will vest over three years. In
addition, you will be granted 6,000 shares of restricted stock which will
vest over four years.
 
 Future
grants of stock options and restricted shares are at the discretion of the
committee. Grants have been made on an annual basis late in the calendar year.
The plan is for future grants to be a mix of restricted shares and stock
options. Grants are based on position, individual performance and company
results.
 
 5.   BENEFITS:
 You are
eligible to participate in Gerber’s comprehensive benefit program offered to
salaried employees as described in the enclosed "Summary of
Benefits."  If you have any questions, please feel free to contact
Debbie Mathiau, Benefits Analyst, at 860.871.3885.
  
  Your
beginning vacation accrual rate
is set at three weeks per year instead of the two weeks defined in our
vacation policy.
 
 Upon
election by the Board as an Officer of the Corporation, you will be covered by
the Executive Severance Policy which includes one-year severance for a Senior
Vice President.  You will be offered a Change in Control Agreement
which includes two and one-half years for a Senior Vice President. Please see
the enclosed documents for details.
 
 7.   DRUG
TEST:
 Gerber
has a mandatory drug-testing program for all new
employees.  Employment is contingent upon a negative test
result.  Results must be in before employment starts.
 
 8.    PROOF
OF ELIGIBILITY TO WORK IN U.S.
 The
Immigration Reform and Control Act require that evidence of authorization to
legally work in the U.S. as well as positive identification be provided to the
employer at the start of employment. Therefore, it will be necessary for you to
submit to the Human Resources Department documents that satisfy this requirement
as described on the enclosed form.
 
 9.   CONFIDENTIALITY
AGREEMENT
 All
employees are required as a condition of employment to read and sign Gerber's
Confidentiality and Inventions Agreement. Gerber extends this job offer to you
on the basis of your business and/or technical skills, which, you have
demonstrated to us. We expect you to honor any and all obligations regarding
proprietary and confidential information, which you may have obtained from any
former employers just as we expect that you will refrain from disclosing to
third parties any confidential and proprietary information you may learn while
employed at Gerber. It is the individual responsibility of all Gerber employees
to fully comply with and honor all of their obligations regarding information of
a confidential or proprietary nature.
 
 In
consideration of your employment with Gerber, you agree to conform to the rules
and regulations of the company and understand that your employment and
compensation can be terminated, with or without notice, at any time at the
option of either Gerber or yourself.
 
 Joe, I
believe this position will offer you an interesting challenge and opportunity to
transform Gerber’ Operations. We all look forward very much to working with
you.
 
 Please
acknowledge acceptance of our offer of employment by signing one copy of this
letter and returning it to me.
 
 
 Sincerely,
 
 
 
 /s/ Jay
Wickliff
 Jay
Wickliff                                                                           /s/ Joseph R.
Mele                            11/5/07
 VP,
Global Human
Resources                                            Joseph
R.
Mele                                   
Date
 
 
 
 
 Enclosures