Employment Agreement - eBay Inc. and Brian Swette
August 14, 1998
Brian Swette
55 Upland Drive
Greenwich, CT 06831
Dear Brian:
eBay Inc. (the "Company" or "eBay") is pleased to offer you the exempt
position of Senior Vice President of Marketing, reporting directly to me, at a
salary of $6,250, payable twice per month, which is equivalent to an annual
salary of $150,000. You shall also receive a one-time employment bonus of
$25,000 upon acceptance of this offer. The employment bonus will be non-
refundable as long as you remain an employee for at least one year. In the event
that your employment ceases prior to completion of one year, the employment
bonus shall be refundable pro-rata to eBay Inc. In addition, the company may
award you discretionary bonuses from time to time.
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 200,000
shares of the Company's Common Stock (based on the three for one forward split
anticipated upon the effective date of the Company's proposed Initial Public
Offering your option for 200,000 shares would automatically become an option for
600,000 shares). The option will contain terms and conditions substantially
similar to those found in 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; provided, however, that if your employment is terminated by the
Company other than for "Cause" during your first year of employment, the option
will vest, at the end of each month, with respect to 1/48 of the shares subject
to the option. No other acceleration of vesting will occur in connection with
acquisition of eBay, but you would be treated like others in the management
group if such a change in control were to occur.
<PAGE>
A relocation package will be provided to you in order to pay your
reasonable, pre-approved, and documented moving expenses as specified in the
enclosed relocation policy. Upon acceptance of our offer, please contact Liz
Frostig, Recruiter at eBay at (408)558-4816 or email at liz@ebay.com. Your
------------
acceptance of this offer of employment confirms your understanding and agreement
with the terms of the guidelines.
As a condition of your employment, you must complete the "Employee
Proprietary Information and Inventions Agreement" prior to commencing
employment. In part, this Agreement requires that a departing employee refrain
unauthorized use or disclosure of eBay's confidential information (as defined in
the 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.
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.
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) at the AAA office in San
Jose, rather than by a jury court or administrative agency. The Company will
bear all AAA administrative costs and fees of any such arbitration.
This letter and the "Employee Proprietary Information and Inventions
Agreement" contain the entire agreement with respect to your employment. The
terms of this offer may only be changed by written agreement, although the
Company may from time to time, in its sole discretion, adjust the salaries and
benefits paid to you and its other employees. Should you have any questions
with regard to any of the items indicated above, please call me. Kindly indicate
your consent to this employment agreement by signing and returning a copy of
this letter and a completed "Employee Proprietary
<PAGE>
Information and Inventions Agreement" to me by the close of business on
Wednesday, August 19, 1998. 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 agreements and communications
by you and eBay as to the specific subjects of this letter.
Very truly yours,
/s/ Meg Whitman /s/ Pierre Omidyar
_________________________________ ________________________________
Meg Whitman Pierre Omidyar
President and CEO Founder and Chairman
CC: Leslie Kornblum, HR Manager
ACCEPTED:
/s/ Brian Swette 8/14/98
_________________________ _______________
Brian Swette Date
Anticipated Start Date: 8/14/98
___________
<PAGE>
IMMIGRATION REFORM & CONTROL ACT REQUIREMENTS
The Immigration Reform & Control Act requires employers to receive documentation
verifying an employee's identity and legal right to work in the United States.
Please review the list below and bring the appropriate documentation (originals
only - no copies please) with you on your first day of work.
ONE DOCUMENT FROM LIST A:
LIST A
U.S. Passport
Certificate of U.S. Citizenship
Certificate of Naturalization
Unexpired foreign passport with employment authorization
Alien Registration Card with photograph
OR ONE DOCUMENT FROM LIST B AND FROM LIST C:
---
LIST B LIST C
State driver's license Original Social Security Card
Or ID with photo and
Personal data
U.S. military card Birth certificate bearing state, county
Or municipal authority seal
Unexpired INS employment
authorization