<PAGE> 1
EXHIBIT 99.02
SERVICESOFT, INC.
TWO APPLE HILL DRIVE
NATICK, MASSACHUSETTS 01760
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Massood Zarrabian and Daniel J. Kossmann,
and each of them, as proxies, each with full powers of substitution, and hereby
authorizes them to represent and to vote, as designated below, all shares of
capital stock of Servicesoft, Inc. (the "COMPANY") held of record by the
undersigned on __________ ___, 200__, at the Special Meeting of Stockholders of
the Company to be held on ________day, __________ ___, 200__, and at any
continuations or adjournments thereof.
This Proxy, when properly executed and returned in a timely manner, will be
voted at the meeting and any adjournments or postponements thereof in the manner
described herein. If no contrary indication is made, the proxy will be voted FOR
the proposal below and in accordance with the judgment of the persons named as
proxies herein on any other matters that may properly come before the meeting.
[X] Please mark votes as in this example.
The Board of Directors unanimously recommends that you vote FOR the following
proposal.
Proposal to adopt and approve a merger agreement with Broadbase Software, Inc.
("BROADBASE"), and to approve the merger of the Company with a wholly-owned
subsidiary of Broadbase, which will result in the Company becoming a
wholly-owned subsidiary of Broadbase.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
(Continued on Reverse Side)
<PAGE> 2
In accordance with their judgment, the proxies are authorized to vote upon
such other matters as may properly come before the Special Meeting or any
adjournment or postponement thereof.
MARK HERE FOR ADDRESS CHANGE AND NOTE AT LEFT [ ]
WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING PLEASE COMPLETE, DATE AND SIGN
THIS PROXY CARD AND RETURN IT PRIOR TO THE MEETING IN THE ENCLOSED ENVELOPE.
Date: ____________ ___, 200__
Signature:_______________________________
Date: ____________ ___, 200__
Signature:_______________________________
This Proxy must be signed exactly as your
name appears hereon. If more than one name
appears, all persons so designated should
sign. Attorneys, executors,
administrators, trustees and guardians
should indicate their capacities. If the
signer is a corporation, please print full
corporate name and indicate capacity of
duly authorized officer executing on
behalf of the corporation. If the signer
is a partnership, please print full
partnership name and indicate capacity of
duly authorized person executing on
behalf of the partnership.
THIS IS YOUR PROXY.
YOUR VOTE IS IMPORTANT.
