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                                                                    Exhibit 10.2

                         EXECUTIVE EMPLOYMENT AGREEMENT

                             Effective June 17, 2005

                               (this "AGREEMENT")

BETWEEN:

                  COREL CORPORATION, a corporation existing under the laws of
                  the Province of Ontario

                  (the "CORPORATION")

                  - and -

                  DAVID C. DOBSON, an individual currently residing in the State
                  of Connecticut

                  (the "EXECUTIVE")

      WHEREAS the Corporation wishes to employ the Executive and the Executive
wishes to become an employee of the Corporation;

      AND WHEREAS the Corporation and the Executive agree that it is desirable
to enter into this Agreement to specify the terms and conditions of the
Executive's employment with the Corporation;

      NOW THEREFORE in consideration of the mutual covenants and agreements
contained in this Agreement, and other good and valuable consideration, the
sufficiency of which is hereby acknowledged, the Corporation and the Executive
agree as follows.

1.    INTERPRETATION

1.1   DEFINITIONS. In this Agreement, the following capitalized terms have the
      following meanings:

      (a)   "AFFILIATE" means an affiliated entity and as defined in Ontario
            Securities Commission Rule 45-501 and "controlled" has the meaning
            given in that Rule, as amended or replaced from time to time, and
            "affiliated" has a corresponding meaning.

      (b)   "BASE GRANT" has the meaning set out in Section 3.4.

      (c)   "BOARD" means the board of directors of the Corporation.

      (d)   "CHANGE OF CONTROL" means:

            (1)   any transaction or series of transactions, whether by way of
                  consolidation, amalgamation, merger, reorganization or plan of
                  amalgamation involving the Corporation, with or into any other
                  person (other than Vector);

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Corel Corporation Executive Employment Agreement                    Page 2 of 15

            (2)   any transfer, conveyance, sale, lease, exchange or otherwise
                  of all or substantially all of the assets of the Corporation,
                  to any other person (other than Vector); and

            (3)   the lawful acquisition, directly or indirectly and by any
                  means whatsoever, by any person, or by a group of persons
                  acting jointly or in concert, of that number of voting shares
                  of the Corporation, which is 35% or more of the total voting
                  shares issued and outstanding immediately after such
                  acquisition, unless Vector continues to hold a number of
                  voting shares which represents a greater percentage than the
                  first-mentioned person or group of persons.

            Provided that an initial public offering of the Corporation, whether
            or not a Qualified IPO, shall not be a Change of Control.

      (e)   "COMPETING ENTITIES" has the meaning set out in Section 7.1.

      (f)   "EBITDA" has the meaning set out in Section 3.2.

      (g)   "GOOD REASON" means the occurrence of any of the following events
            without the written consent of the Executive:

            (1)   a reduction by the Corporation in the Executive's salary;

            (2)   the taking of any action by the Corporation which would, in
                  the aggregate, materially adversely affect the Executive's
                  participation in or materially reduce the Executive's
                  incentive compensation, pension, life insurance, health,
                  accident, disability benefits or other benefits in plans in
                  which the Executive is participating;

            (3)   any breach by the Corporation of any of its material
                  obligations contained in this Agreement which remains uncured
                  for more than 10 days after the Executive provides written
                  notice of the breach to the Corporation; and;

            (4)   a material adverse reduction of the Executive's
                  responsibilities or reporting relationships.

      (h)   "IPO GRANT" has the meaning set out in Section 3.5.

      (i)   "IPO LOAN" has the meaning set out in Section 4.3.

      (j)   "LOAN" has the meaning set out in Section 4.3.

      (k)   "NON-IPO LOAN" has the meaning set out in Section 4.3.

      (l)   "PLAN" means the Corel Corporation Share Option and Phantom Share
            Unit Plan dated December 1, 2003 as amended from time to time.

      (m)   "QUALIFIED IPO" has the meaning set out in Section 3.5.

      (n)   "REASONABLE NOTICE PERIOD" means:

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Corel Corporation Executive Employment Agreement                    Page 3 of 15

            (1)   if the Executive's employment is terminated prior to the first
                  anniversary of the Start Date, eighteen months; and

            (2)   if the Executive's employment is terminated on or after the
                  first anniversary of the Start Date, the greater of 12 months
                  or the period from the Termination Date to the date that is 18
                  months from the first anniversary of the Start Date.

      (O)   "SALARY" has the meaning set out in Section 3.1.

      (p)   "SHARES" means Class A common shares of the Corporation.

      (q)   "TERMINATION DATE" means the Executive's last day of active
            employment and does not include any period of statutory or
            reasonable notice or any period of deemed employment and "terminate"
            and "terminated" have corresponding meanings.

      (r)   "VECTOR" means any entity or fund Affiliated with, or managed
            directly or indirectly by, Vector Capital Corporation or its
            Affiliates, or any other entity controlled, directly or indirectly,
            by any such entities or funds.

1.2   HEADINGS, SECTIONS AND PLURAL. The inclusion of headings in this Agreement
      is for convenience of reference only and shall not affect its construction
      or interpretation. Throughout this Agreement, whenever required by
      context, words importing the singular include the plural and vice versa.
      In this Agreement, references to "Sections" or to "Schedules" are
      references to sections in or schedules to this Agreement, unless expressly
      stated otherwise.

1.3   DEDUCTIONS AND WITHHOLDINGS. The payments to the Executive set out in this
      Agreement are subject to applicable deductions and withholdings.

1.4   BENEFIT CONTRIBUTIONS AND PARTICIPATION. The Corporation's contributions
      to, the Executive's participation in, and any conversion of, the group
      benefit plans as set out in this Agreement are subject to the terms and
      conditions of the benefit plans, and changes to or cancellations of such
      plans over time, as may be made with such notice to the Executive as is
      practical in the circumstances, and in the sole discretion of the
      Corporation.

1.5   CURRENCY. Unless otherwise indicated, all dollar amounts referred to in
      this Agreement are in Canadian currency.

1.6   PREVAILING AGREEMENT. In the event of any inconsistencies between this
      Agreement and the Plan, the provisions in this Agreement supersede the
      Plan to the extent of such inconsistencies.

2.    TERM AND DUTIES

2.1   START DATE. The Corporation agrees to employ the Executive and the
      Executive agrees to become employed with the Corporation on the terms and
      conditions set out in this Agreement commencing on a date which is no
      later than June 27, 2005 (the "START DATE"), The terms and conditions of
      employment set out in this Agreement are conditional upon the Executive
      starting work with the Corporation on the Start Date.

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Corel Corporation Executive Employment Agreement                    Page 4 of 15

2.2   POSITION. The Executive will serve in an executive capacity as the Chief
      Executive Officer of the Corporation and in such other capacities as may
      be agreed upon by the Corporation and the Executive from time to time. The
      Executive will report to the Board.

2.3   DUTIES. The Executive will perform the duties customarily performed in his
      position including, without limitation, regularly reporting his activities
      and the results thereof to the Board. The Executive agrees to serve as a
      director and/or officer of the Corporation and its Affiliates as requested
      by the Corporation in good faith and without compensation other than as
      set out in Section 3, The Executive will work primarily from the
      Corporation's head office in Ottawa, Ontario, but understands and agrees
      that he will be required to travel frequently throughout the world as the
      business needs of the Corporation require.

2.4   GOOD FAITH. The Executive shall devote his full business time and
      attention to the affairs of the Corporation and will use his best efforts,
      skills and abilities to honestly, faithfully, diligently and in good faith
      promote the Corporation's best interests, and he shall not have any
      interests that conflict with those of the Corporation. The Executive shall
      observe and abide by the policies of the Corporation in effect from time
      to time.

2.5   THIRD PARTY OBLIGATIONS. The Executive represents and warrants that he
      honestly and reasonably believes after proper enquiry, that his
      obligations under this Agreement will not breach any obligations the
      Executive owes to third parties, including any of the Executive's former
      employers and that at the date hereof, he is not aware of any claims or
      threatened claims that he has breached any such obligations in connection
      with his obligations under this Agreement.

2.6   WORK STATUS. The Executive will be required to work in Canada and may be
      requested by the Board to work in the United States and internationally,
      as needed and determined by the Board. The Executive represents and
      warrants that he is legally entitled to work in Canada.

3.    COMPENSATION

3.1   BASE SALARY. The Corporation agrees to pay the Executive an annual base
      salary of $415,000, payable in accordance with the Corporation's payroll
      practices in effect from time to time, subject to annual review and to
      increase as determined by the Board ("SALARY").

3.2   DISCRETIONARY BONUS. The Executive will be eligible to participate in the
      Corporation's annual bonus plan with a target bonus of 100% of Salary for
      the achievement of all targets. Any bonus payment is subject to
      achievement by the Executive of the performance targets established by the
      Board in consultation with the Executive before the start of each fiscal
      year. Currently, the performance targets are based on a combination of
      revenue targets and target earnings before interest, tax, depreciation and
      amortization ("EBITDA"). The Executive's individual weighting of revenue
      and EBITDA targets for 2005 are set out on Schedule "A". To be eligible
      for the bonus payment, the Executive must have been actively employed
      throughout the fiscal year in respect of which his performance was
      assessed, unless provided otherwise in this Agreement. Notwithstanding the
      above, the Executive will be eligible for a pro-rated bonus in his first
      fiscal year of employment proportionate to his length of active employment
      in that year, with a minimum guaranteed bonus for the Executive's first
      part fiscal year of employment of $250,000.

3.3   SHARE BASED COMPENSATION PLAN PARTICIPATION. The Executive will be
      eligible to participate in the Plan and such other share based incentive
      plans or similar plans as may be

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Corel Corporation Executive Employment Agreement                    Page 5 of 15

      established for senior executives by the Corporation. All options granted
      to the Executive, including the Base Grant of options and the IPO Grant of
      options are governed by the terms and conditions of the Plan, including
      any restrictions on exercise of options and any requirements to agree to
      conditions, restrictions or agreements set out in the Plan, except with
      respect to the vesting terms, which are governed by this Agreement. Except
      as expressly provided in Section 5.3 of this Agreement or pursuant to the
      Plan, no share based compensation may vest on or after the Termination
      Date.

3.4   BASE GRANT OF OPTIONS. On the Start Date, the Corporation will grant to
      the Executive options to acquire 3,718,258 Shares of the Corporation (the
      "BASE GRANT"), subject to the terms and conditions set out in this
      Agreement and the Plan. The Base Grant of options will have an exercise
      price of 10 Cent in USD per Share. The Base Grant of options will be
      exercisable as to 25% on and after the Start Date (the "VESTED BASE
      GRANT") and as to additional 6.25% on and after the end of each quarter
      commencing after the first anniversary of the Start Date and for 10 years
      from the date of grant.

3.5   IPO GRANT OF OPTIONS. On the Start Date, the Corporation will grant to the
      Executive options to acquire 929,565 Shares of the Corporation (the "IPO
      GRANT"), subject to the terms and conditions set out in this Agreement and
      the Plan. The IPO Grant of options will have an exercise price of 10 Cent
      in USD per Share. The IPO Grant of options will be exercisable on the
      Start Date and for 8 years after an initial public offering of the
      Corporation that yields proceeds to the Corporation of not less than $75
      million (a "QUALIFIED IPO").

3.6   VESTED BASE GRANT AND IPO GRANT. The Vested Base Grant of options and the
      IPO Grant of options are subject to the following terms and conditions. If
      the Executive's Termination Date, as defined in the Plan, occurs prior to
      the first anniversary of the Start Date, the Corporation may, but is not
      required to, repurchase any or all Shares issued to the Executive on the
      exercise of the Vested Base Grant of options for an amount equal to 10
      Cent in USD per Share and the unexercised portion of the Vested Base Grant
      of options will immediately expire. If the Executive's Termination Date
      occurs prior to a Qualified IPO or if a Qualified IPO is not completed on
      or before the second anniversary of the Start Date, the Corporation may,
      but is not required to, repurchase any or all Shares issued to the
      Executive on the exercise of the IPO Grant of options for an amount equal
      to 10 Cent in USD per Share and the unexercised portion of the IPO Grant
      of options will immediately expire.

3.7   PAYMENTS FOR DISTRIBUTIONS ON BASE GRANT OF OPTIONS AND IPO GRANT OF
      OPTIONS. If dividends or other distributions are paid on Shares of the
      Corporation at a time when the Executive holds unexercised options under
      the BASE Grant of options or the IPO Grant of options, the Corporation
      will provide the Executive with a payment equivalent to distributions the
      Executive would have been eligible to receive had the Base Grant of
      options and the IPO Grant of options held by the Executive been fully
      exercised, provided, however, that at any time after the IPO Grant of
      options is forfeited, the Executive shall not be entitled to a payment in
      respect of any dividends or other distributions in respect of the IPO
      Grant of options.

4.    EXPENSES, BENEFITS AND VACATION

4.1   GENERAL EXPENSES. THE Corporation will reimburse the Executive for his
      reasonable and approved business expenses, including travel expenses,
      incurred by him in connection with the performance of his duties under
      this Agreement, upon providing appropriate receipts

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Corel Corporation Executive Employment Agreement                    Page 6 of 15

      satisfactory to the Corporation and in accordance with the Corporation's
      policies in effect from time to time.

4.2   RELOCATION EXPENSES. The Executive agrees to relocate to Canada and
      thereafter to maintain his full-time residence in Canada for the duration
      of his employment. The Corporation will reimburse the Executive for the
      reasonable relocation expenses incurred by him to relocate himself and his
      family to Canada, upon providing appropriate receipts satisfactory to the
      Corporation and in accordance with the Corporation's policies, to a
      maximum total of $40,000.

4.3   LOAN. The Corporation will make a loan to the Executive in the amount of
      $562,500 with interest compounded annually at the prime rate of interest
      provided by the Royal Bank of Canada to its customers and secured against
      the Base Grant of options or any Shares issuable upon exercise thereof
      (the "LOAN"). $312,500 of the Loan (the "IPO LOAN") and interest thereon
      will be forgiven on the earlier of (1) the completion of a Qualified IPO
      of the Corporation or (2) the first filing of a registration statement
      with respect to a Qualified IPO of the Corporation. $250,000 of the Loan
      (the "NON-IPO LOAN"), plus interest thereon shall be repaid by the
      Executive on or before the earlier of (1) the completion of a Qualified
      IPO of the Corporation or (2) the first filing of a registration statement
      with respect to a Qualified IPO of the Corporation. Payments pursuant to
      Section 3.7 shall be applied to repayment of the Non-IPO Loan, plus
      interest thereon, until the Non-IPO Loan is repaid in full. In the event
      any amount of the Non-IPO Loan and interest thereon, remains outstanding
      on the date of a Qualified IPO, it shall be repaid in full in cash, at the
      Executive's election, with any balance outstanding repaid by the
      cancellation of vested Base Grant of options and/or IPO Grant of options
      valued by subtracting the exercise price from the fair market value of a
      Share at the relevant date. The whole outstanding amount of the Loan and
      of the interest thereon is immediately due and payable on the Termination
      Date and first by applying any payments to be made to the Executive
      pursuant to Article 5 of this Agreement to repayment and second by the
      cancellation of vested Base Grant of options and/or IPO Grant of options
      valued by subtracting the exercise price from the fair market value of a
      Share at the relevant date and third by cash payment by the Executive save
      and except that in the event that the Executive's employment is terminated
      by the Corporation without cause or by the Executive for Good Reason, any
      amount outstanding of the IPO Loan shall be forgiven.

4.4   BENEFIT PLANS. The Executive will be eligible to participate in the group
      benefit plans available to employees of the Corporation from time to time,
      subject to Section 1.4. To the extent permitted by the insurers, the
      Corporation will request the waiver of the waiting periods and
      pre-existing condition limitations for participating in the benefit plans.

4.5   VACATION. The Executive will be entitled to four weeks of vacation time
      per year to be taken at times that are consistent with the business
      interests of the Corporation, and in accordance with the Corporation's
      vacation policies. The Executive may carry forward up to four weeks of
      vacation time to subsequent vacation years, provided that in each vacation
      year the Executive takes at least the minimum vacation time required under
      the Ontario Employment Standards Act, 2000 as amended.

4.6   FEES. The Corporation will reimburse the Executive for legal advice in
      connection with completing this Agreement to a maximum of $6,250 upon the
      Executive providing appropriate receipts satisfactory to the Corporation.

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Corel Corporation Executive Employment Agreement                    Page 7 of 15

5.    TERMINATION

5.1   TERMINATION BY EXECUTIVE. The Executive may terminate his employment with
      the Corporation (other than for Good Reason) at any time by providing the
      Corporation with two months of notice in writing. Whether or not, upon
      receipt of the Executive's resignation, the Corporation terminates the
      Executive's employment before the date the resignation was to be
      effective, the Corporation will, in full satisfaction of its obligations
      to the Executive: (a) pay the Executive's Salary and vacation pay accrued
      until the date the resignation is or was to be effective; (b) reimburse
      the outstanding expenses properly incurred by the Executive until the date
      his employment ceases; (c) continue its contributions to the group benefit
      plans until the date the resignation is or was to be effective, subject to
      Section 1.4; and continue the vesting of the Base Grant of options to the
      date the resignation is or was to be effective.

5.2   TERMINATION BY CORPORATION FOR CAUSE. The Corporation may terminate the
      Executive's employment at any time with cause and without prior notice or
      any further obligations by the Corporation, and the Executive will be
      ineligible for any bonus or pro-rated bonus payment. On the termination of
      the Executive's employment for cause, the Corporation will, in full
      satisfaction of its obligations to the Executive, pay the Executive's
      Salary and vacation pay accrued until the Termination Date and reimburse
      the outstanding expenses properly incurred by the Executive until the
      Termination Date.

5.3   TERMINATION BY CORPORATION WITHOUT CAUSE OR RESIGNATION BY THE EXECUTIVE
      FOR GOOD REASON. The Corporation may terminate the Executive's employment
      at any time, without cause and the Executive may resign for Good Reason,
      on providing written notification. If the Corporation terminates the
      Executive's employment without cause or the Executive resigns for Good
      Reason and the Executive signs and delivers to the Corporation a full and
      final release of the Corporation and its Affiliates and all directors
      thereof, in the form attached to this Agreement as Schedule "B", the
      Corporation will, in full satisfaction of its obligations to the Executive
      and regardless of any other income that the Executive may earn in
      mitigation:

      (a)   Pay the Executive's Salary and vacation pay accrued until the
            Termination Date and reimburse the Executive's outstanding expenses
            properly incurred until the Termination Date;

      (b)   Pay the Executive a bonus pursuant to Section 3.2 pro-rated for the
            portion of the year prior to the Termination Date calculated at 100%
            of target performance;

      (c)   Pay on-going Salary payments for the Reasonable Notice Period from
            the Termination Date based on the Executive's Salary in effect at
            the Termination Date, in accordance with the Corporation's payroll
            practices;

      (d)   Continue to make contributions in respect of the Executive to the
            Corporation's group benefit plans for the Reasonable Notice Period
            from the Termination Date to the extent permitted by such plans,
            provided that, to the extent such contributions may not be
            continued, the Corporation shall pay to the Executive the cost to
            the Corporation of such contributions as if the Executive remained
            employed by the Corporation;

      (e)   Authorize the Executive to exercise the vested share based
            compensation held by the Executive until 90 days after the
            Termination Date, or for such longer period as is provided in the
            Plan. All share based compensation that is not vested as at the
            Termination Date shall be forfeited, except that if the Executive's
            employment is

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Corel Corporation Executive Employment Agreement                    Page 8 of 15

      terminated in accordance with this Section 5.3 prior to the first
      anniversary of the Start Date, 464,738 of the Base Grant of options shall
      be vested as of the Termination Date.

5.4   DEATH OF THE EXECUTIVE. Upon the death of the Executive, this Agreement
      automatically terminates without notice or any further obligations by the
      Corporation. Upon the death of the Executive, the Corporation will, in
      full satisfaction of its obligations: (a) pay the outstanding accrued
      Salary and vacation pay accrued until the date of the Executive's death;
      (b) reimburse the expenses properly incurred by the Executive up to the
      date of his death; (c) pay the Executive a bonus pursuant to Section 3.2,
      pro-rated for the portion of the year prior to the Executive's date of
      death assigning target performance was achieved; and (d) if the
      Executive's death occurs prior to the second anniversary of the Start
      Date, the Base Grant of Options will continue to vest until the second
      anniversary of the Start Date.

5.5   CONSEQUENCES OF TERMINATION. The termination of the Executive's employment
      for any reason, including resignation and termination with cause and
      without cause, terminates any officer positions the Executive may hold
      with the Corporation or any of its Affiliates and the Executive agrees to
      immediately resign as a director of the Corporation and any of its
      Affiliates and to sign any documentation necessary to give effect to this
      Section 5.5.

5.6   CONVERSION OF BENEFITS ON TERMINATION. On the earlier of the termination
      of Executive's participation in the group benefit plans or the cessation
      of his employment for any reason, the Executive may be eligible to convert
      the group insured benefits to private coverage within 30 days, without
      evidence of insurability. The Executive is responsible for promptly
      arranging for any conversion options he may have or obtaining alternate
      benefits if he chooses to do so.

5.7   COMPLIANCE WITH LAWS. The Executive's entitlements under this Section 5
      are provided in full satisfaction of the Executive's entitlements to
      notice of termination, pay in lieu of notice, and severance pay, if any,
      under the Ontario Employment Standards Act, 2000, under this Agreement, at
      common law or otherwise.

5.8   CHANGE OF CONTROL. In the event that there is a Change of Control and not
      less than 6 months following the Change of Control, the Executive's
      employment is terminated for any reason other than for cause, he resigns
      for Good Reason or he resigns for any reason the share based compensation
      awarded to the Executive shall become fully exercisable on the earlier of
      the Date of Termination and the date that is 6 months after the Change of
      Control and shall otherwise be governed by the terms of the Plan.

6.    CONFIDENTIAL INFORMATION AND RETURN OF PROPERTY

6.1   CONFIDENTIALITY OBLIGATION. The Executive covenants and agrees that he
      shall not, at any time during his employment with the Corporation or any
      time thereafter, without the prior written consent of the Corporation,
      directly or indirectly, communicate, reveal or disclose, in any manner, to
      anyone, or use for any purpose other than in carrying out his duties under
      this Agreement in furtherance of the Corporation's business interests, any
      confidential or proprietary information concerning, or learned as a result
      of his employment with, the Corporation or its predecessors, successors,
      Affiliates or related companies including, without limitation, information
      concerning their assets, businesses, affairs, pricing, costs, technical
      information, financial information, plans or opportunities, manufacturing,
      processes, sales and distribution, marketing, research and development,
      customers, suppliers or employees.

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Corel Corporation Executive Employment Agreement                    Page 9 of 15

6.2   RETURN OF PROPERTY. Upon ceasing to be employed by the Corporation or upon
      request of the Corporation at any time, the Executive shall return to the
      Corporation all property belonging to the Corporation or its predecessors,
      successors, Affiliates or related companies including, without limitation,
      all documents in any format whatsoever including electronic format, that
      is in his possession or control, and the Executive agrees not to retain
      any copies of such property in any format whatsoever including electronic
      format.

7.    NON-COMPETITION

7.1   COMPETING ENTITIES. In this Agreement, "COMPETING ENTITIES" means
      Microsoft, the Star Office Division of Sun Microsystems, Adobe,
      Macromedia, Quark, Intervideo, Pinnacle Systems, Sonic Solutions,
      Autodesk, the Lotus Division of IBM, ULEAD, Sigmaflow or ACD Systems or
      any of their successors, and, on notice to the Executive, other entities
      that the Corporation may add to this definition, from time to time before
      the termination of the Executive's employment, acting in good faith after
      consultation with the Executive, whose business consists of developing or
      marketing word processing, spreadsheet, presentation, process management,
      flowcharting, digital imaging or graphics software, which the Corporation
      determines is in competition with its business.

7.2   COMPETITIVE ACTIVITIES. The Executive covenants and agrees that, while
      employed with the Corporation and for 24 months thereafter, the Executive
      shall not, directly or indirectly, in any manner whatsoever including,
      without limitation, either individually, or in partnership, jointly or in
      conjunction with any other person, or as employee, principal, agent,
      consultant, director, shareholder, lender or otherwise:

      (a)   be engaged in or by any Competing Entities in order to provide
            products or services similar to the products and services provided
            by the Corporation;

      (b)   have any financial or other interest including, without limitation,
            an interest by way of royalty or other compensation arrangements, in
            or in respect of any Competing Entities, excluding the ownership of
            not more than 1 % of the issued shares of a corporation, the shares
            of which are listed on a recognized stock exchange or traded in the
            over-the-counter market in Canada or the United States, which
            carries on a business that competes with the Corporation or its
            Affiliates; or

      (c)   advise, lend money to or guarantee the debts or obligations of any
            Competing Entities.

8.    NON-SOLICITATION

8.1   EMPLOYEE AND CONTRACTOR NON-SOLICITATION. The Executive covenants and
      agrees that, while employed with the Corporation and for 24 months
      thereafter, the Executive shall not induce or solicit or attempt to induce
      or solicit, or assist any person to induce or solicit any employee of the
      Corporation or its Affiliates or any contractor who regularly provides
      services to the Corporation or its Affiliates, or assist or encourage any
      employee of the Corporation or its Affiliates or any contractor who
      regular who regularly provides services to the Corporation or its
      Affiliates to accept employment or engagement elsewhere that competes with
      the business of the Corporation or its Affiliates.

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Corel Corporation Executive Employment Agreement                   Page 10 of 15

9.    PROPRIETARY AND MORAL RIGHTS

9.1   PROPRIETARY RIGHTS. The Executive recognizes the Corporation's proprietary
      rights in the tangible and intangible property of the Corporation and
      acknowledges that Executive has not obtained or acquired and shall not
      obtain or acquire any rights, title or interest, in any of the property of
      the Corporation or its predecessors, successors, Affiliates or related
      companies including, without limitation, any writing, communications,
      manuals, documents, instruments, contracts, agreements, files, literature,
      data, technical information, know-how, secrets, formulas, products,
      methods, procedures, processes, devices, apparatuses, trademarks, trade
      names, trade styles, service marks, logos, copyrights, patents,
      inventions, discoveries, whether or not protected by patent or copyright,
      which the Executive may have conceived or made, or may conceive or make,
      either alone or in conjunction with others, and related to the business of
      the Corporation or its predecessors, successors, Affiliates or related
      companies (collectively, the "MATERIALS"). The Executive agrees that
      during his employment with the Corporation and any time afterwards all
      Materials shall be the sole and exclusive property of the Corporation.

9.2   WAIVER OF MORAL RIGHTS. The Executive irrevocably waives to the greatest
      extent permitted by law, for the benefit of and in favour of the
      Corporation, all the Executive's moral rights whatsoever in the Materials
      including, without limitation, any right to the integrity of any
      Materials, any right to be associated with any Materials and any right to
      restrict or prevent the modification or use of any Materials in any way
      whatsoever. The Executive irrevocably transfers to the Corporation all
      rights to restrict any violations of moral rights in any of the Materials
      including, without limitation, any distortion, mutilation or other
      modification.

9.3   ASSIGNMENT OF RIGHTS. If the Executive has acquired or does acquire,
      however, any right, title or interest in any of the Materials or in any
      intellectual property rights relating to the Materials, the Executive
      irrevocably assigns all such right, title and interest throughout the
      world exclusively to the Corporation including, without limitation, any
      renewals, extensions or reversions relating thereto and any right to bring
      an action or to collect compensation for past infringements.

9.4   REGISTRATIONS. The Corporation will have the exclusive right to obtain
      copyright registrations, letters patent, industrial design registrations,
      trade-mark registrations or any other protection in respect of the
      Materials and the intellectual property rights relating to the Materials
      anywhere in the world. At the expense and request of the Corporation, the
      Executive shall, both during and after the Executive's employment with the
      Corporation, execute all documents and do all other acts necessary in
      order to enable the Corporation to protect its rights in any of the
      Materials and the intellectual property rights relating to the Materials.

10.   REMEDIES

10.1  DEFENCES. The Executive agrees that all restrictions in Sections 6, 7, 8
      and 9 are necessary and fundamental to the protection of the business
      carried on by the Corporation and that all such restrictions are
      reasonable and valid, and the Executive waives all defences of the
      Executive to the strict enforcement thereof by the Corporation.

10.2  INJUNCTIVE RELIEF. The Executive acknowledges that a breach by the
      Executive of any of his obligations in Sections 6, 7, 8 and 9 will result
      in the Corporation suffering irreparable harm, which cannot be calculated
      or fully or adequately compensated by recovery of damages alone.
      Accordingly, the Executive agrees that the Corporation shall be entitled
      to interim and

<PAGE>

Corel Corporation Executive Employment Agreement                   Page 11 of 15

      permanent injunctive relief without proof of actual damages, specific
      performance and other equitable remedies, in addition to any other relief
      to which the Corporation may become entitled.

11.   OBLIGATIONS NOT EXHAUSTIVE

11.1  FIDUCIARY. THE Executive acknowledges that the obligations contained in
      Sections 6, 7, 8 and 9 are in addition to any obligations that the
      Executive may now or hereafter owe to the Corporation, at law, in equity
      or otherwise. Nothing contained in this Agreement is a waiver, release or
      reduction of any fiduciary obligations that the Executive owes to the
      Corporation.

12.   GENERAL

12.1  SURVIVAL. Sections 6, 7, 8, 9, 10, 11 and this Section 12.1 survive the
      termination of this Agreement and the Executive's employment for any
      reason whatsoever.

12.2  SEVERABILITY. If any provision of this Agreement is declared void or
      unenforceable, such provision shall be deemed severed from this Agreement
      to the extent of the particular circumstances giving rise to such
      declaration, and such provision as it applies to other persons and
      circumstances and the remaining terms and conditions of this Agreement
      shall remain in full force and effect.

12.3  ENTIRE AGREEMENT. This Agreement, including the attached Schedules and the
      documents referenced therein, constitutes the entire agreement between the
      Corporation and the Executive on the subject-matter herein and it
      supersedes all prior agreements and understandings, whether written or
      oral. There are no representations, warranties or collateral agreements on
      the subject-matter herein that exist outside of this Agreement.

12.4  AMENDMENTS. This Agreement may only be amended by written agreement
      executed by the Corporation and the Executive. However, changes to the
      Executive's position, duties, vacation, benefits and compensation, over
      the course of time, do not affect the validity or enforceability of
      Sections 5, 6, 7, 8 and 9.

12.5  GOVERNING LAW. This Agreement shall be governed by, and construed and
      interpreted in accordance with the laws of the Province of Ontario and the
      laws of Canada applicable therein. The Corporation and the Executive each
      irrevocably attorns to the exclusive jurisdiction of the courts of Ontario
      and the courts of Ontario shall have the sole and exclusive jurisdiction
      to entertain any action arising under this Agreement.

12.6  ASSIGNMENT THE Corporation may assign this Agreement, and it enures to the
      benefit of the Corporation, its successors or assigns.

12.7  INDEPENDENT LEGAL ADVICE. The Executive acknowledges that he has been
      encouraged to obtain independent legal advice regarding the execution of
      this Agreement, and that he has either obtained such advice or voluntarily
      chosen not to do so, and hereby waives any objections or claims he may
      make resulting from any failure on his part to obtain such advice.

12.8  WAIVER. No waiver of any of the provisions of this Agreement shall be
      effective or binding, unless made in writing and signed by the party
      purporting to give the same. No waiver of any of the provisions of this
      Agreement shall be deemed or shall constitute a waiver of any other

<PAGE>

Corel Corporation Executive Employment Agreement                   Page 12 of 15

      provisions, whether or not similar, nor shall such waiver constitute a
      continuing waiver, unless expressly stated otherwise.

12.9  EFFECTIVE DATE. This Agreement is effective the date it is made.

      IN WITNESS WHEREOF this executive employment agreement has been executed
by the Corporation and the Executive effective on the date first written above.

                                          COREL CORPORATION

                                          /s/ Amish Mehta
                                          --------------------------------
                                          PER: AMISH MEHTA

                                          /s/ David C. Dobson
                                          --------------------------------
                                          DAVID C. DOBSON

<PAGE>

Corel Corporation Executive Employment Agreement                   Page 13 of 15

                                  SCHEDULE "A"

                             EBITDA TARGETS FOR 2005

      The Fiscal Year 2005 target would be a combination of Revenue (40%) and
EBITDA (60%). The targets and associated payouts (full year) are as follows:

                       REVENUE - 40% of 2005 Target Bonus

<TABLE>
<CAPTION>
 TARGET USD          ACCOMPLISHMENT
------------         --------------
<S>                  <C>                  <C>
$ 90,000,000               60%            No incentive below
$120,000,000               80%                    50%
$150,000,000              100%                   100%
$165,000,000              110%                   135%
$180,000,000              120%                   170%
</TABLE>

                        EBITDA - 60% OF 2005 TARGET BONUS

<TABLE>
<CAPTION>
 TARGET USD         ACCOMPLISHMENT
-----------         --------------
<S>                 <C>                 <C>
$31,860,000              60%            No incentive below
$42,480,000              80%                   100%
$53,100,000             100%                   150%
$64,080,000             120%                   200%
</TABLE>

<PAGE>

Corel Corporation Executive Employment Agreement                   Page 14 of 15

                                  SCHEDULE "B"

                             FULL AND FINAL RELEASE

            I, DAVID C. DOBSON, on my own behalf and that of my heirs, executors
and assigns, in consideration of the terms and conditions set out in my
Agreement with Corel Corporation ("COREL") dated June __, 2005, payments made to
me pursuant to those terms and conditions and other good and valuable
consideration, the sufficiency of which is hereby acknowledged, do hereby
release and forever discharge Corel, its subsidiaries, parents, predecessors,
successors, related companies, affiliates, divisions and their present and
former directors, officers, representatives, shareholders, owners, employees,
administrators, agents and lawyers (collectively, the "RELEASEES") jointly and
severally, from any and all actions, causes of action, covenants, contracts,
claims, demands, complaints, proceedings, grievances, damages, costs or loss of
any nature or kind, past, present or future arising out of or in any way
relating to or connected with my hiring, my employment with Corel or the
termination of my employment, stock options or other share based incentive plans
and benefit plans.

            I do hereby declare and acknowledge that the consideration set out
above satisfies all obligations of the Releasees, arising from or out of my
hiring, my employment with Corel or the termination of my employment, stock
options or other share based incentive plans and benefit plans including,
without limitation, any obligations under the Ontario Employment Standards Act,
2000, as amended, the Ontario Human Rights Code, as amended and the Ontario
Workplace Safety and Insurance Act, 1997, as amended, or any similar legislation
in any other jurisdiction . I covenant and undertake that I will not file or
advance any claims or complaints under the Ontario Employment Standards Act,
2000, as amended including claims in respect of pay in lieu of notice and
severance pay, the Ontario Human Rights Code, as amended, and the Ontario
Workplace Safety and Insurance Act, 1997, as amended, or any similar legislation
in any other jurisdiction, arising out of my hiring, my employment with Corel or
the termination of my employment, stock options or other share based incentive
plans and benefit plans.

            And for the said consideration, I further agree not to make any
claim or take any other proceedings against any person, entity, corporation,
partnership or Crown in which any claim could or does arise with respect to any
matters which may have arisen between the parties to this release up to the
present time, concerning and relating to any action I may have as against any
other party as a result of my hiring, my employment with Corel or termination of
my employment, stock options or other share based incentive plans and benefit
plans.

            Notwithstanding the foregoing, I do not release my rights and
entitlements set out in Section 5 of the Agreement or any right or entitlement I
may have to indemnity or to enforce any indemnity as a director or officer of
Corel or its affiliates or to benefits under any policy of directors and
officers insurance.

            And for said consideration I further agree to save harmless and
indemnify the Releasees from and against any and all claims, charges, taxes,
penalties or demands made by the Canada Revenue Agency, its predecessors or
successors, or any similar governmental authority in any other jurisdiction,
requiring any of the Releasees to pay any amounts under the Income Tax Act
(Canada) and other duly recognized federal, provincial and local taxing
authorities in respect of income tax payable by me in excess of the income tax
previously withheld, and from and against any and all claims, charges, taxes or
penalties and demands made on behalf of or related to Employment Insurance or
Canada Pension Plan under the applicable statutes and regulations, or any other
similar

<PAGE>

Corel Corporation Executive Employment Agreement                   Page 15 of 15

legislation in any other jurisdiction, with respect to any amounts which may, in
the future, be found to be payable by any of the Releasees with respect to the
payment of the consideration referred to above.

            It is understood and agreed that the giving of the consideration set
out above is deemed to be no admission of liability whatsoever on the part of
the Releasees and, in fact, any liability is expressly denied.

            I will not say, publish or do any act or thing that disparages or
casts the Releasees in any unfavourable light, or which could result in injury
to their reputation. Except to the extent required by applicable law, I will
make no public statements or announcements regarding my past employment with
Corel or any of the matters set forth herein without first consulting with Corel
and obtaining its prior written approval as to the timing and content of the
proposed statements or announcements. Notwithstanding the foregoing, I
understand that I may disclose particulars of my past employment with Corel and
my termination therefrom in a bona fide job search or application for
government employment insurance benefits.

            And I hereby declare that I have read and fully understand this
release. I have had the opportunity to seek independent legal advice. I
understand that this release contains a full and final release of any claims,
which I have or may have relating to my hiring, my employment with Corel and the
termination of my employment, stock options or other share based incentive plans
and benefit plans. I voluntarily accept the said consideration for the purpose
of making full and final compromise, adjustment and settlement of all claims as
set out above.

            IN WITNESS WHEREOF, I, DAVID C. DOBSON set my hand and seal hereto
this _________________________ day of ________________________________, 200_.

SIGNED, SEALED AMD DELIVERED            )
in the presence of                      )
                                        )
__________________________________      )   _________________________________
Witness Signature                       )   DAVID C. DOBSON
                                        )
__________________________________      )
Witness Name                            )