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EXHIBIT 10.18
March 28, 2000
Michael E. Seifert
13957 Albar Court
Saratoga, CA 95070
Dear Michael,
I am delighted to offer you the position of Chief Financial Officer with
SiteSmith, Inc. You will report directly to Marv Tseu, President and Chief
Executive Officer.
The following summarizes the details of our verbal offer:
START DATE: To be determined
TITLE: Chief Financial Officer
ANNUAL BASE SALARY: $150,000.00
SIGN ON BONUS: $50,000.00
STOCK OPTION GRANT: 500,000 Shares
(Stock Option Grant is subject to the rules of the SiteSmith, Inc. Employee
Stock Plan, vesting schedule, and Approval of the Board of Directors. This plan
will be sent under separate cover.)
VACATION: 16 Personal Time Off (PTO) days per year
SEPARATION PACKAGE:
In addition, if within the first year of your employment, SiteSmith hires a new
CEO and your position is materially changed (i.e. reduction of position, salary,
significant change in job location), this change will be construed as a
constructive termination and you will be given a separation package to consist
of the following:
6 (six) months base salary continuation 6
(six) month acceleration of vesting with a
minimum guarantee of 1 (one) year total
vesting (including current vested amount)
In regards to the acceleration of vesting, stock options will be provided in the
event of a "change of control". The acceleration will only happen if both a
change of control and constructive termination has occurred. The acceleration
will be for half of whatever options are not currently vested.
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In addition, you will be given the opportunity to exercise in advance your stock
options with the provision that the company has the right to repurchase shares
at the exercise price for shares that would be unvested in a normal 4 year
vesting schedule.
You will also be eligible for coverage under the SiteSmith, Inc., Medical and
Dental plans and Life Insurance plans. Descriptions of these plans will be
provided when you report for work.
Enclosed is our company's Confidentiality Agreement and Invention Assignment
Agreement. Please be sure to read each of these Agreements and understand that
you will be asked to sign each Agreement as a condition of employment.
SiteSmith, Inc., is an "at will employer" thus either you or the Company may
terminate the employment relationship at any time for any reason with or without
cause.
We are pleased to extend this offer to you until March 27, 2000. To accept,
please sign below and return to Sherri Shimomura, Senior HR Manager at
SiteSmith, 3283 Scott Blvd., Santa Clara, CA 95054. Please retain the duplicate
for your records.
Michael, we are very excited about the prospects of working with you. In fact,
we believe that you will be an important contributor towards our continued
success.
In closing, I would like to mention that we are excited about the prospects of
working with you. In fact, we believe that you will be an important contributor
towards our continued success.
Sincerely,
/s/ Marv Tseu
Marv Tseu
President and Chief Executive Officer
SiteSmith, Inc.
Accepted and Agreed to by:
/s/ Michael Seifert 3/22/2000
Michael Seifert Date
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Start Date (if different from above)
