{"id":38867,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/employment-agreement-accrue-software-inc-and-jeffrey-walker.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-accrue-software-inc-and-jeffrey-walker","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-accrue-software-inc-and-jeffrey-walker.html","title":{"rendered":"Employment Agreement &#8211; Accrue Software Inc. and Jeffrey Walker"},"content":{"rendered":"<pre>\nMarch 8, 2001\n\n\nJeffrey Walker\n2 Meadows Creek Court\nPortola Valley, CA  94028\n\nDear Jeffrey:\n\nOn behalf of Accrue Software, Inc. (the \"Company\"), I am pleased to offer you\nthe position of Chief Executive Officer and Member of the Board of Directors,\nreporting to me and the Board of Directors, starting on April 2, 2001. You will\nbe in the Company's offices 3 to 4 days during the week of March 12, 2001. Your\nsalary will be $29,166.66 per month, corresponding to $350,000.00 per year. Your\nsalary will be payable in accordance with the Company's standard payroll\npolicies (subject to normal required withholding). In addition, you will be\neligible for a performance bonus of $150,000.00 at target, payable twelve (12)\nmonths from your start date based on performance criteria to be established by\nthe Board of Directors. You will be covered by the Company's standard benefits\npackage including health insurance and flexible time off policy. You benefit\ncoverage will begin March 12, 2001.\n\nYou will be granted an incentive stock option (to the fullest extent allowed) to\npurchase 900,000 shares of Common Stock exercisable at the fair market value on\nthe date of grant by the Company's Board of Directors. The option is immediately\nexercisable and will vest at the rate of 2.78% of the total shares per month\nafter your commencement of employment, so that at the end of three years, the\noption will be fully vested provided you remain an employee of the Company. The\nCompany will provide you with a full recourse loan to cover the exercise price\nof the option. The option will be subject to approval and grant by the Company's\nBoard of Directors, which will occur at the first regular board meeting\nfollowing the commencement of your employment, and the execution of the\nCompany's standard Option Agreement under its 1996 Stock Plan. In the event you\nare terminated without cause during the first 12 months of employment, due to a\nChange of Control, there will be a one year acceleration of vesting in addition\nto what has been vested to date. Additionally, if you are terminated without\ncause after the first 12 months of employment due to a Change of Control, you\nwill receive 100% vesting in your option. Termination will include any\nsubstantial reduction in job responsibilities. Full definitions of \"termination\"\nand \"Change of Control\" will be included in a separate document.\n\nShould your job be terminated involuntarily for any reason other than \"for\ncause,\" your salary, benefits, and stock option vesting will continue for six\nmonths beyond the date of termination, or one year from your date of hire,\nwhichever is later.\n\nOur offer to you is conditioned upon your execution of the Accrue Software, Inc.\nProprietary Information and Inventions Agreement, and conditioned upon your\nability to provide and maintain the proper and necessary visa and other\ndocumentation required for you and Accrue to comply with all applicable United\nStates immigration laws and regulations. In addition, you will abide by the\nCompany's strict policy that prohibits any new employee from using or bringing\nwith him or her from any previous employer any confidential information, trade\nsecret, or proprietary materials or processes of such employer.\n\nYour employment by Accrue will be for an indefinite term and on an \"at-will\"\nbasis. This means that Accrue may terminate the employment relationship at any\ntime, with or without cause. This \"at-will\" relationship may be changed only by\na written agreement entered into for this purpose and signed by the Company's\nChief Executive Officer. The other terms and conditions of your employment will\nbe governed by various policies and programs of the Company, in writing and\notherwise, and that those policies and programs may be changed from time to time\nby the Company in its discretion. The voluntary \"at-will\" nature of my\nemployment shall not be affected nor changed by any other employment policies or\nprograms the Company may have, now or in the future.\n\nExcept for injunctive proceedings against unauthorized disclosure of\nconfidential information, any and all claims or controversies between you and\nAccrue, including but not limited to any claim based in tort, contract or\nemployment discrimination or any claim based on federal or state regulation,\nshall be settled by arbitration in accordance with the then commercial\narbitration rules of the American Arbitration Association. The location of the\narbitration shall be San Jose, California.\n\n   2\n\nJeffrey Walker\nMarch 8, 2001\nPage Two\n\n\nThis offer will be held open for three (3) days. To accept please sign at the\nbottom of this letter.\n\nAgain, let me indicate how pleased we all are to extend this offer, and how much\nwe look forward to working together. Please indicate your acceptance by signing\nand returning the enclosed copy of this letter.\n\nVery truly yours,\n\n\/s\/ Robert Smelick\n\nRobert Smelick\nChairman, Board of Directors\nAccrue Software, Inc.\n\nI, Jeffrey Walker, understand the foregoing terms and conditions and hereby\naccept them as stated:\n\nSigned: \/s\/ Jeffrey Walker                   Date:  3\/9\/10\n        --------------------------------           -----------------------------\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6556],"corporate_contracts_industries":[9513],"corporate_contracts_types":[9539,9544],"class_list":["post-38867","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-accrue-software-inc","corporate_contracts_industries-technology__software","corporate_contracts_types-compensation","corporate_contracts_types-compensation__employment"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/38867","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=38867"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=38867"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=38867"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=38867"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}