Employment Agreement - Plumtree Software Inc. and John Hogan
[LETTERHEAD APPEARS HERE]
February 6, 1998
Dear John:
I am delighted to extend you this employment offer. This letter outlines
commitments that we have verbally communicated. Should you have any questions,
please don't hesitate to contact me.
Your title will be Vice-President of Development, and you will report directly
to the CEO. Today, Pierre Lamond is Plumtree's Acting CEO. You will be a member
of the company's executive committee. Your exact date of employment is March 1,
1998.
Compensation: Your starting salary will be $150,000 per annum, payable in
accordance with the Company's standard practices. Employees presently are paid
on the fifteenth and last day of each month.
In addition, subject to approval by the Company's Board of Directors and, if
applicable, the Company's shareholders, you will receive options to purchase
300,000 shares of the Company's common stock pursuant to the Company's stock
option plan. After twelve months of employment, 25% of such options will vest.
The remaining options will vest in equal amounts thereafter at the rate of
1/36th of such remaining options per month. All such options will vest after
four years of employment at the Company. The exercise price of such options will
be equal to the fair market value of the Company's common stock, as determined
by the Board of Directors, at a meeting of the Board of Directors following your
acceptance of the offer.
Benefits: The Company presently provides medical and dental coverage for its
employees and their eligible dependents at no additional cost. In addition, the
Company presently provides its employees with vision, life, accidental death and
dismemberment and disability salary continuation insurance. Benefit coverage
begins on the date of your employment with the Company.
The terms described in this letter shall be the terms of your employment and
shall supersede any prior discussion, writings or commitments. Any additions or
modifications would have to be in writing and signed by you and the appropriate
officer of Plumtree Software, Inc.
Again, I'm delighted with your decision and look forward to working with you.
Please advise us no later than February 10, 1998 of your acceptance of our
offer. Until then, please don't hesitate to call on any of us if we can be of
assistance to you.
Sincerely,
/s/ Glenn Kelman /s/ John Hogan
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Glenn Kelman
Vice-President of Product Management & Marketing
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[LETTER HEAD OF PLUMTREE SOFTWARE]
February 12, 1998
John:
This letter formalizes today's agreement struck between you and Plumtree
Software's chairman, Pierre Lamond, regarding the acceleration of your 300,000
shares of Plumtree Software stock in the event of an acquisition. If another
company acquires Plumtree Software at any time, your vesting schedule will
accelerate by two years. If, for example, Plumtree Software is acquired after
you have worked at Plumtree Software for one year, 75 percent of your stock will
vest, the equivalent of what would have normally vested after a tenure of three
years. If Plumtree Software is acquired after you have worked at Plumtree
Software for two years, the acquisition will precipitate full vesting. This
agreement supercedes all prior oral agreements regarding acceleration of
vesting.
Sincerely,
/s/ Glenn Kelman
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Glenn H. Kelman
Vice-President of Product Management & Marketing
Plumtree Software
/s/ John Hogan
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