EXHIBIT 99.1
AMENDMENT OF EMPLOYMENT
AGREEMENT
This Amendment of Employment
Agreement (“ Amendment ”) is made and entered
into as of February 1, 2007, by and between Rainmaker Systems,
Inc., a Delaware corporation (the “ Company ”),
and Michael Silton (“ Employee ”), for the
purpose of amending the Employment Agreement dated as of
January 1, 2001 by and between the Company and Employee, as
amended by an Amendment of Employment Agreement dated as of
February 24, 2005 (as so amended, the “ Employment
Agreement ”). Capitalized terms not otherwise defined
herein have the meaning ascribed to such terms in the Employment
Agreement.
WHEREAS, the Employment Agreement
currently provides for an annual base salary for Mr. Silton of
$275,000;
WHEREAS, upon the terms and
conditions set forth herein, the Company and Employee desire to
amend the Employment Agreement to provide for an annual base salary
of $350,000 effective retroactively to January 1, 2007;
and
WHEREAS, upon the terms and
conditions set forth herein, the Company and Employee desire to
confirm that Employee’s Target Annual Bonus Amount for 2007
has been set at 100% of his 2007 base salary.
NOW, THEREFORE, in consideration of
the foregoing recitals and the mutual covenants set forth herein,
and for other good and valuable consideration the receipt and
adequacy of which is hereby acknowledged, the parties hereto hereby
agree as follows:
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1.
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Amendments. The Employment Agreement is hereby amended,
effective as of January 1, 2007, as follows: Section 2,
Compensation , paragraph (A)(i), is hereby amended by
replacing the dollar amount “$275,000” with the dollar
amount “$350,000”.
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