Exhibit 10.18
EMPLOYMENT
AGREEMENT
EMPLOYMENT AGREEMENT
This agreement (the
“Agreement”) is made and entered into as of
May 14, 2008, by and between HouseValues, Inc.
(“HouseValues” or “we”), a Washington
corporation, and Michael A. Nelson (“You”), an
individual.
Term of Employment and
Compensation
You commenced performing the usual
and customary work of a Chief Technology Officer April 14, and
will perform that work as well as any additional duties that the
CEO/ Board of Directors may instruct you to perform. It is
understood and agreed that it is the intent of the parties that you
will provide services to HouseValues on a full-time basis and that,
specifically, you will not undertake any part-time or
“moonlighting” employment or consultancy without the
prior written consent of HouseValues.
Your salary was raised
April 14, to $210,000 per year, paid twice monthly. Salary,
bonus and equity compensation will be subject to all legally
required withholding taxes.
Management Bonus
Program
You are eligible to participate in
the annual management bonus program. The management bonus program
is defined by the CEO and Board of Directors. There is no
guaranteed payout under the management bonus program.
Your target bonus is 45%. In its
discretion, the Board of Directors may choose to fund a bonus below
that amount or above that amount depending on company and
individual performance. The exact bonus payment will be determined
at the sole discretion of the Board of Directors.
Please note:
The management bonus program
is subject to change at any time.
Benefits
You will be entitled, during the
term of your employment, to vacation, medical and other employee
benefits (subject to applicable eligibility requirements) to the
extent such benefits are offered by HouseValues to its other
employees.
Confidential Information,
Inventions, Nonsolicitation and Noncompetition
Agreement
By entering into this Agreement, you
are confirming the effectiveness and continuing obligations set
forth in your previously executed Confidential Information,
Inventions, Nonsolicitation and Noncompetition Agreement. Please
note that the Company’s willingness to enter into this
Agreement with you and to facilitate the equity compensation
described above is based in significant part on your commitment to
fulfill the obligations specified in that agreement.
Employment at Will
Your employment with HouseValues
will be “at will,” which means that either you or
HouseValues may terminate your employment with HouseValues at any
time, with or without cause. Any statements to the contrary that
may have been made to you, or that may be made to you, by the
Company, its agents, or representatives are superseded by this
Agreement. If you wish to terminate your employment, HouseValues
requests that you provide written notice at least two weeks prior
to the effective date of your resignation.
Termination Payment
In the event of the termination of
your employment, all compensation and benefits set forth above
terminate except for the following:
If the Company terminates your
employment without Cause or if you terminate your employment for
Good Reason, you shall be entitled to receive termination payments
equal to (i) six months’ your annual base salary, and
(ii) six months’ COBRA premi