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EXHIBIT 99.01
BROADBASE SOFTWARE, INC.
181 CONSTITUTION DRIVE
MENLO PARK, CALIFORNIA 94025
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Chuck Bay and Rusty Thomas, 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 common stock,
$0.001 par value, of Broadbase Software, 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
Proposal No. 1, FOR Proposal No. 2, FOR Proposal No. 3 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 Proposal No. 1,
FOR Proposal No. 2 and FOR Proposal No. 3.
1. Proposal to approve the issuance of shares of the Company's common stock in
connection with its proposed acquisition of Servicesoft, Inc. and adoption of
the Company's First Amended and Restated Certificate of Incorporation, which
will increase the authorized number of shares of the Company's common stock
from 90,000,000 to 350,000,000 shares.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
2. Proposal to approve an amendment to the Company's 1999 Equity Incentive Plan
to increase the number of shares authorized and reserved for issuance under
this plan by 4,000,000 shares.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
3. Proposal to approve an amendment to the Company's 1999 Employee Stock
Purchase Plan to increase the number of shares authorized and reserved for
issuance under this plan by 1,000,000 shares.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
(Continued on Reverse Side)
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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_
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Signature
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Date: , 200_
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Signature
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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.
