Sample Business Contracts

Employment Agreement - MatrixOne Inc. and Stephen P. Dunn

Employment Forms

Employment Contract. Employers can customize an employment agreement that states the salary, benefits, working hours and other important provisions for their new or existing employee.
Consulting Agreement. Answer simple questions to build a contract with a consultant. Specify the services rendered, when payment is due, as well as IP rights.
Commission Agreement. Employers who compensate their sales employees based on commissions can prepare an agreement to reduce misunderstandings by specifying the base salary and how commissions are calculated.
Executive Employment Agreement. Companies may offer their business executives a contract that is different from the one provided to their regular employees. Executive employment agreements may be more complex because the compensation structure may include a combination of salary and commissions, provide for bonuses based on sales, stock or other financial targets, and include non-compete, confidentiality and severance provisions.
Sales Representative Contract. Independent sales representatives offer companies the potential to increase the sale of products or services without the burden of increasing headcount. Both parties should understand how commissions are calculated, when commissions will be paid, as well as how the representative will treat confidential information from the company and whether the representative may also sell a competing line of products or services.
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MATRIXONE



December 5, 1997

Mr. Stephen P. Dunn
10 Starr Avenue West
Andover, MA 01810

Dear Steve:

     I am very pleased to extend an offer to you for the position of Vice
President of Alliances reporting to me.

     Your starting base salary will be $10,416.67 per month, which is equivalent
to $125,000 per year. You will be eligible to participate in a calendar year
bonus plan valued at $35,000. This bonus plan will be structured around your
ability to meet quarterly objectives. The bonus will be paid out in quarterly
($6,250) and annual installments ($10,000). Mutually agreeable objectives will
be set for you shortly after you commence employment with MatrixOne, Inc.

     Upon approval of the Board of Directors, you will also be eligible to
receive a stock option in the amount of 45,000 shares. The next board meeting is
scheduled for early January, I do not foresee any issue surrounding approval of
your option. After approval of the board, this option will begin vesting upon
your date of hire. In the event of a change of control of MatrixOne, these
options will immediately become 100% vested.

     Enclosed is a brief overview of some of the comprehensive benefits that are
offered at MatrixOne, Inc. In addition to the benefits outlined here, you will
become a participant in the executive benefit program entitled Section 105. This
program will reimburse you for any expenses that would normally not be covered
at 100% under regular plan limits (i.e. orthodontia, co-payments, etc.).

     As a condition of employment, you will be required to sign MatrixOne's
Employee Secrecy, Invention and Non-Competition Agreement. You must also
represent to the Company that your employment by the Company by shall not cause
you to use, distribute, or in any other way disclose any confidential or
proprietary information or material from your former employer or any third
party. In addition, you are obligated not discuss the terms and conditions of
this offer with anyone other than myself or a representative from the Human
Resources Department.

     You will also be required to provide documentation to verify your
employment eligibility in the United States. Enclosed please find a list of
acceptable documents you will need to have with you on your first day of
employment.
<PAGE>

     I am very excited about the future of MatrixOne, Inc. and look forward to
you joining our team. This offer is contingent upon an acceptance in writing by
Monday, December 8, 1997.

Sincerely,


/s/ Mark F. O'Connell
-----------------------------
Mark F. O'Connell
President & CEO

Enclosure

Offer accepted by:  /s/ Stephen P. Dunn                12/11/97
                    -------------------------------    --------
                    Signature                 Date     Start Date