Employment Agreement - eBay Inc. and Christopher T. Hjelm
March 11, 2002
Christopher T. Hjelm
12736 Canario Way
Los Altos Hills, CA 94022
Dear Chris:
eBay Inc. ("the Company" or "eBay") is pleased to offer you the exempt
position of Senior Vice President, eBay Technology at a salary of $13,541.67,
payable twice per month, which is equivalent to an annual salary of $325,000.00.
In addition, the Company may award you discretionary bonuses from time to time.
You will be eligible to participate in a management incentive plan (MIP)
with payouts based on individual achievement as well as Company performance.
Your target bonus would be 40% of your base salary. Eligibility for this program
begins with your first full business quarter of employment and you must be
employed at the time of pay out (should there be one) to be considered eligible
for pay out under the program.
You shall also receive a one-time sign-on bonus of $100,000.00 payable
within two payroll periods. In the event that your employment ceases for reasons
of cause or resignation prior to completion of one year of service from your
start date, the employment bonus is fully refundable to eBay.
You will be entitled to the benefits that eBay customarily makes available
to employees in positions comparable to yours and it will be recommended to the
Board of Directors that you be granted an option for the purchase of 300,000
shares of the Company's Common Stock. The option will be granted under the
Company's Current Stock Option Plan and, assuming you remain an employee, will
vest with respect to 25% of the shares subject to the option one year after the
commencement of your employment and, at the end of each month thereafter, with
respect to an additional 1/48 of the shares subject to the option. Enclosed is
an Insider Trading Agreement, which outlines the procedures and guidelines
governing securities trades by company personnel. Please review the Agreement
carefully, sign and date the certification (page one of the agreement) and
return it to me.
Under federal immigration laws, the Company is required to verify each new
employee's identity and legal authority to work in the United States.
Accordingly, please be prepared to furnish appropriate documents satisfying
those requirements; this offer of employment is conditioned on submission of
satisfactory documentation. Enclosed is a list of the required documents.
We hope that you and eBay will find mutual satisfaction with your
employment. However, your employment at the Company is "at-will" and either you
or the Company may terminate your employment at any time, with or without cause
or advance notice. The at-will nature of the employment relationship can only be
changed by written agreement signed by eBay's Senior VP of Human Resources.
Other terms, conditions, job responsibilities, compensation and benefits may be
adjusted by the Company from time to time in its sole discretion.
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All of us at eBay are very excited about you joining our team and look
forward to a beneficial and fruitful relationship. However, should any dispute
arise with respect to your employment or the termination of that employment, we
both agree that such dispute shall be conclusively resolved by final, binding
and confidential arbitration in accordance with the Voluntary Labor Arbitration
Rules of the American Arbitration Association (AAA) in San Jose, rather than by
a jury court or administrative agency. The Company will bear those expenses
unique to arbitration. Please review the enclosed Arbitration Agreement
carefully.
As a condition of your employment, you must complete both the Arbitration
Agreement and the enclosed Employee Proprietary Information and Inventions
Agreement prior to commencing employment. In part, the Proprietary Information
and Inventions Agreement requires that a departing employee refrain from
unauthorized use or disclosure of the Company's confidential information (as
defined in that Agreement). This Agreement does not prevent a former employee
from using know-how and expertise in any new field or position. If you should
have any questions about the Employee Proprietary Information and Inventions
Agreement, please call me. Otherwise, please sign and date this document and
return it to me in the enclosed envelope.
This letter, the Arbitration Agreement, and the Employee Proprietary
Information and Inventions Agreement contain the entire agreement with respect
to your employment. Should you have any questions with regard to any of the
items indicated above, please call me. Kindly indicate your consent to this
agreement by signing copies of this letter, the Arbitration Agreement, and the
Proprietary Information and Inventions Agreement and returning them to me, along
with the Insider Trading Agreement certification, by the close of business on
Monday, March 11, 2002.
This offer is contingent upon your background, employment and educational
verification. Upon your signature below, this will become our binding agreement
with respect to your employment and its terms merging and superseding in their
entirety all other or prior offers, agreements and communications, whether
written or oral, by you and the Company as to the specific subjects of this
letter.
Very truly yours,
/s/ Maynard Webb
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Maynard Webb
President, eBay Technology
ACCEPTED:
/s/ Christopher Hjelm March 11, 2002
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Christopher Hjelm Date
Anticipated Start Date: March 29, 2002
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