Exhibit 10.1


 


February 20, 2006


 


 


Patrick E. Collins


225 McElroy Place


Puyallup, Washington   98371


 


 


Dear Pat:


 


THIS OFFER IS CONTINGENT UPON FINAL APPROVAL OF THE DOT HILL BOARD OF
DIRECTORS, COMPENSATION COMMITTEE.


 


We are very pleased to offer you a position with Dot Hill Systems
Corp., and look forward to you joining our group of outstanding professionals. We
are sure that you will find your new position rewarding and challenging.  If you accept our offer, this letter, our
employee handbook and the Proprietary Rights and Confidentiality agreement will
constitute the entire agreement between you and Dot Hill regarding your
employment. The following outlines your employment offer:


 


	
  Title:

  	
   

  	
  Chief Operating Officer

  
	
   

  	
   

  	
   

  
	
  Reporting To:

  	
   

  	
  Dana Kammersgard, President and CEO

  
	
   

  	
   

  	
   

  
	
  Location:

  	
   

  	
  Longmont, CO

  
	
   

  	
   

  	
   

  
	
  Base Salary:

  	
   

  	
  $13,461.54 paid biweekly

  
	
   

  	
   

  	
   

  
	
  Other Compensation:

  	
   

  	
  You will be eligible to participate in the
  Dot Hill Management Bonus for 2006. Currently your potential payout is 70% of
  base salary. Details to follow under separate cover.

  
	
   

  	
   

  	
   

  
	
  Stock Options:

  	
   

  	
  Upon signing this offer and
  beginning your employment you will receive a grant for 400,000 stock
  options. These options will be issued in accordance with the Dot Hill Systems
  Stock Option Plan.

  
	
   

  	
   

  	
   

  
	
  Start Date:

  	
   

  	
  March 1, 2006 or another agreed upon
  date

  
	
   

  	
   

  	
   

  
	
  Employment Status:

  	
   

  	
  Full-Time, Exempt

  
	
   

  	
   

  	
   

  
	
  Benefits:

  	
   

  	
  Dot Hill provides a very competitive
  benefit package, which is continually under review, and therefore subject to
  change. Included in this package is employee medical insurance, employee
  dental insurance and a 401(k) Savings Plan. If you choose to add dependents
  to the health and dental plan, there will be a monthly deduction. To initiate
  your insurance benefits, you must complete the appropriate forms within 31
  days of your eligibility date. If you have any specific questions, please
  contact Human Resources.

  



 

















 


	
  Relocation:

  	
   

  	
  Dot Hill will provide you with temporary
  housing in Colorado, for up to 12 months.

  
	
   

  	
   

  	
   

  
	
  Health Benefits

  	
   

  	
   

  
	
  Eligibility Date:

  	
   

  	
  Date of hire

  
	
   

  	
   

  	
   

  
	
  Confidentiality:

  	
   

  	
  As a member of the Dot Hill team, you will
  have access to the trade secrets, strategic plans, and other confidential and
  proprietary information of the company. Included in your new hire packet will
  be a Proprietary Rights and Confidentiality Agreement, which we require you
  to sign.

  
	
   

  	
   

  	
   

  
	
  Drug Free Workplace:

  	
   

  	
  It is our desire to provide a safe and
  healthy work environment for our employees and to provide quality products to
  our customers. In keeping with these concerns, and in compliance with the
  Federal Drug Free Workplace Act, Dot Hill has incorporated a Drug-Free
  workplace policy.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  In light of this policy, all prospective
  employees of Dot Hill are required to submit to drug testing. Results of this
  screen must be negative of any controlled substance, with the exception of
  medications at a level prescribed by a licensed physician. All offers of
  employment are contingent upon these results.

  
	
   

  	
   

  	
   

  
	
  At-Will Employer:

  	
   

  	
  Employment with Dot Hill is based on the
  mutual consent of you and the company. As an at-will employer, both you and
  Dot Hill reserve the right to end the employment relationship at any time.
  Although other aspects of your employment may change, the at-will nature
  of your employment may only be changed through a written notice signed
  the CEO of Dot Hill.

  



 


Pat, we are excited about the opportunity to work with you in the
building of this enterprise and believe that you will be a valuable member of
our team. We look forward to a mutually beneficial and rewarding association
with you. If you agree to the terms outlined in this letter, please sign below.


 


	
  Sincerely,

  
	
   

  
	
   

  
	
  Deborah L. Weaver

  
	
  Vice President, Human Resources

  
	
  Offer expires 2/24/2006

  



 


I agree to accept the position of Chief Operating Officer under the
terms and conditions described herein.


 


 


	
  /s/ Patrick
  E. Collins

  	
   

  	
  February 22,
  2006

  	
   

  
	
  Patrick E. Collins

  	
   

  	
  Date

  



 


 


Dot Hill Systems Corp. •  6305 El Camino Real  •
Carlsbad, California 92009-1606


P: 760.931.5500/800.872.2783  •  F:
760.931.5527  • 
E: sales@dothill.com


 


www.dothill.com