{"id":39735,"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-yahoo-inc-and-greg-coleman.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"employment-agreement-yahoo-inc-and-greg-coleman","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/employment-agreement-yahoo-inc-and-greg-coleman.html","title":{"rendered":"Employment Agreement – Yahoo! Inc. and Greg Coleman"},"content":{"rendered":"
\n\n
 <\/font><\/p>\n\n
March\n19, 2001<\/font><\/p>\n\n
Greg\nColeman<\/font><\/p>\n\n
Dear\nGreg:<\/font><\/p>\n\n
On\nbehalf of Yahoo! Inc., I am pleased to offer you the position of Executive Vice\nPresident, North American Operations reporting to Jeff Mallett, President and\nCOO.  Your primary responsibilities, the\npositions which will report to you, and the committee with respect to which you\nwill be a member are described in the attached Position Plan Summary.  Your starting salary will be $62,500 per\nmonth ($750,000.00 annually), paid semi-monthly and subject to increase during\nan annual review. You will be eligible for an annual bonus of up to $750,000.00\nbased upon achieving the annual revenue goals for our North American\nbusiness;  provided, however, you will\nbe entitled to a minimum bonus for 2001 of $525,000 (70% of target).\nAdditionally, you will be eligible to participate in the regular Yahoo! health\ninsurance benefits and other employee benefit plans established by the company\ngenerally for its employees.  (In\naddition to our standard two weeks of vacation in year one, you are eligible to\ntake one additional week with pay.)<\/font><\/p>\n\n
You\nwill receive a sign-on bonus in the amount of $1,250,000.00 if you start your\nemployment on or before April 20, 2001 and we are able to announce your\ndecision to join on or before April 11, 2001. \nThis will be payable in the first regular payroll period 30 days after\nyour employment start date and is subject to applicable tax withholding.  An amount equal to $250,000 of this bonus,\nprorated for service completed, will become due and payable to the Company on\nyour last day of employment if you voluntarily choose to leave the Company for\nany reason during the first year of employment, other than as a result of (a) a\nmaterial breach of this agreement by the Company,  or (b)  a change in   the position to which you report  if, as a result of such change, you directly\nreport to a position that does not in turn report directly to the Chief\nExecutive Officer or if the scope of your responsibilities or your title is diminished  .  <\/font><\/p>\n\n
As\na part of the Yahoo! team, we strongly believe that ownership of the Company by\nour employees is an important factor to our success.  Therefore, as part of your compensation, management has\nrecommended that the Board of Directors grant you an option to purchase 300,000\nshares of Yahoo! Inc.\u0092s Common Stock under Yahoo! Inc.\u0092s 1995 Stock Option\nPlan. We have every expectation that this grant will be officially approved and\npriced within two weeks of your start date. \nThe exercise price for this option will be the fair market value of\nYahoo! Common Stock on the date of grant as determined by the Board of\nDirectors. Options under the Yahoo! plan vest as to 1\/4 of the shares after one\nyear of employment, and in equal monthly installments over the 36 following\nmonths.<\/font><\/p>\n\n
You\nhave indicated that you will not move your family to the Bay Area until\nsometime in the summer, 2002.  At that\ntime, assuming we both feel good about your performance and continued\npotential, we will provide the following relocation assistance:<\/font><\/p>\n\n\n\n\n
\n
A.      Home\nSale\/Home Purchase Assistance: We will pay all the required, non-recurring\nclosing costs on the sale of your current home through our \u0093market value sale\u0094\nprogram.  We will also pay closing costs\non the purchase of a new home in the Bay Area equal to 2% of the purchase price\nup to a cap of $40,000.00.<\/font><\/p>\n<\/dir>\n\n
\n
B.       Shipment\nof household goods (not to exceed $30,000.00).<\/font><\/p>\n<\/dir>\n\n
\n
C.      Family\ntravel to destination (reimbursement up to $7,500.00).<\/font><\/p>\n<\/dir>\n\n
\n
D.      A\nmortgage subsidy of no less than 3\/2\/1 to help offset any increase in mortgage\npayments in the first three years following your move.  (This program pays 3 percentage points of\ninterest in year one, 2 points in year two and 1 point in the third year  while providing you the ability to declare\nthe full interest  payment as a tax\nwrite-off.) <\/font><\/p>\n<\/dir>\n\n
In\nthe meantime, the Company will provide you with a two bedroom furnished\nCorporate Apartment in the Bay Area for up to 15 months.<\/font><\/p>\n\n
If\nyou voluntarily choose to leave the company for any reason, other than a\nmaterial breach of this agreement by the Company, during the first twelve\nmonths following your relocation, a prorated portion of the monies given to you\nfor relocation expenses will become due and payable to the Company on your last\nday of employment (based on 1\/12th<\/sup> for each month your termination\nprecedes 12 months of Yahoo! Inc. service), and by your signature below you\nagree that such amount shall be deducted from any compensation payable to you\nat that time.<\/font><\/p>\n\n
As\nan employee of Yahoo!, it is likely that you will become knowledgeable about\nconfidential and or proprietary information related to the operations, products\nand services of the company and its clients. \nTo protect the interests of both the company and its clients, all\nemployees are required to read and sign a PROPRIETARY INFORMATION AND\nASSIGNMENT OF INVENTIONS AGREEMENT prior to beginning employment.  A copy of this agreement is enclosed.  Please sign it and return it along with your\nsigned copy of this letter.<\/font><\/p>\n\n
Please\nunderstand that this letter does not constitute a contract of employment for\nany specific period of time, but will create an \u0093employment at will\u0094\nrelationship that may be terminated at any time by you or Yahoo!, with or\nwithout cause. Your signature at the end of this letter confirms that no\npromises or agreements that are contrary to our at-will relationship have been\ncommitted to you during any of your pre-employment discussions with Yahoo!, and\nthat this letter and the attached Position Plan Summary contain our complete\nagreement regarding the terms and conditions of your employment.<\/font><\/p>\n\n
You\nwill be paid your full year bonus of $750,000.00 in lieu of severance in the\nunlikely event that your employment is terminated during the first twelve\nmonths of employment so long as (a), in the event of a termination initiated by\nthe Company, such termination is not related to serious misconduct and (b), in\nthe event of a termination initiated by you, there is either (i)  a material breach of this agreement by the\nCompany, or (ii) a change in the \nposition to which you report if, as a result of such change, you\ndirectly report to a position that does not in turn report directly to the\nChief Executive Officer or if the scope of your responsibilities or your title\nis reduced.<\/font><\/p>\n\n
Our\nsignature on this letter also confirms our mutual agreement to binding\narbitration, as defined under the California Arbitration Act, under the rules\nof the American Arbitration Association, should there be any dispute related to\nthe termination of our employment relationship or the terms of your employment\nrelationship with Yahoo!.<\/font><\/p>\n\n\n\n\n
P<\/font>lease\nunderstand that other than the relocation benefits outlined above, the terms\nand conditions outlined in this letter apply to your first year of employment\nwith Yahoo only.  To accept this offer,\nplease sign this letter in the space provided below and return it and a signed\nProprietary Agreement to Kai Swavely in the envelope provided no later than\nMarch 16, 2001. A second copy of each document has been provided for you to\nkeep for your records.  In order for Yahoo!\nto comply with the Immigration Reform and Control Act, we ask that you bring\nappropriate verification of authorization to work in the United States with you\non your first day of employment.<\/font><\/p>\n\n
We\nlook forward to your joining us and hope that you find your employment with\nYahoo! enjoyable and professionally rewarding.<\/font><\/p>\n\n\n \n  \n  \n  \n  
\n  Very truly yours,\n  <\/bb><\/font><\/td>\n <\/tr>\n 
\n  \/s\/ KIRK FROGGATT<\/font>\n  \n\n  
\n\n  \n  <\/bb><\/font><\/td>\n <\/tr>\n 
\n  Kirk Froggatt<\/font>\n  <\/td>\n <\/tr>\n 
\n  Vice President, Human Resources<\/font>\n  <\/td>\n <\/tr>\n<\/table>\n\n
I\naccept this offer of employment with Yahoo! Inc. and agree to the terms and\nconditions outlined in this letter.<\/font><\/p>\n\n\n \n  \n  \n  \n  \n  \n  
\n  \/s\/ \n  GREGORY COLEMAN<\/font><\/a>\n  \n\n  
\n  <\/td>\n  \n  		 \n  <\/td>\n  \n  \n  3\/19\/01<\/font>\n  \n\n  
\n  <\/td>\n  \n <\/tr>\n 
\n  Signature<\/font>\n  <\/td>\n  \n   \n  <\/td>\n  \n  \n  Date<\/font>\n  <\/td>\n  \n <\/tr>\n 
 \n  <\/td>\n  \n   \n  <\/td>\n  \n   \n  <\/td>\n  \n <\/tr>\n 
 \n  <\/td>\n  \n   \n  <\/td>\n  \n   \n  <\/td>\n  \n <\/tr>\n 
\n  \n\n  
\n\n  Planned Start Date<\/font>\n  <\/td>\n  \n  		 \n  <\/td>\n  \n   \n  <\/td>\n  \n <\/tr>\n 
\n  (Contingent upon completion of a\n  satisfactory background investigation.)<\/font>\n  <\/td>\n  \n <\/tr>\n<\/table>\n\n\n\n
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