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FORM OF OFFER LETTER FOR EXECUTIVE
OFFICERS
[Full Name]
[Address Line 1]
[Address Line 2]
I am pleased to
offer you the position of [Position Title] reporting to
[Supervisor’s Name and Title].
Your starting
salary will be $[insert annual base salary] per year, which equals
$[insert monthly base salary] per month, subject to periodic
review. In addition, you will be eligible to participate in an
annual executive incentive compensation plan of [insert percentage
of cash bonus plan]% of your base salary which may be over or under
achieved based upon Company performance and your ability to meet
your objectives under the plan.
[If stock options are to be granted,
insert the following paragraph]
As a further
incentive, we will recommend to the Board of Directors (or an
applicable subcommittee) that you be granted an non-qualified
option to purchase [insert the number of option shares to be
granted] shares of Callidus Software Inc. common stock subject to
the terms and conditions of the Company’s stock plan, and the
Company’s policies and procedures. Such Option shall be
granted effective as of the last trading day of the month in which
you commence your employment with the Company (“Grant
Date”) and shall vest over a period of four (4) years
with 25% of the shares vesting one (1) year after the Grant
Date and the remaining 75% of the shares vesting in equal monthly
installments thereafter over the remaining three (3) years,
subject to your continued employment with the Company.
[If restricted stock units are to be
awarded, insert the following paragraph]
In addition, we
will recommend to the Board of Directors that you be awarded
[insert the number of RSU shares to be awarded] shares of
restricted stock units, subject to the terms and conditions of the
Company’s stock plan and the Company’s policies and
procedures. Such RSU shall be awarded effective on the last trading
day of the month in which you commence employment (the “Award
Date”) and such RSU shall vest over a period of three
(3) years with 33.33% of the shares vesting one (1) year after
the Award Date and the remaining 66.67% of the shares vesting in
standard quarterly installments over the remaining two
(2) years thereafter subject to your continued employment with
the Company.
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