Exhibit 10.32
OFFER AGREEMENT
June 9, 2005
Brett Bachman
Dear Brett,
I am pleased to extend to you an
offer to join Vignette Corporation starting July 1, 2005 or sooner
at your discretion. Your position will be Senior Vice President,
Products and Strategy reporting to Thomas E. Hogan based in Austin,
Texas. The challenge in front of us is both exciting and tremendous
and we believe that you will bring the skills and attitude that
will become a critical part of Vignette’s success. We are
eager to have you be part of our team. This offer expires on
June 24 , 2005.
Your compensation will include the
following:
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A bi-weekly
salary of $10,576.92 (which when calculated on an annual basis
equals $275,000.00).
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Subject to you
joining Vignette Corporation, we have proposed for you to receive
750,000 stock options through the Vignette Corporation Stock Option
Plan. Please note that on May 27, Vignette’s
shareholders approved a one for 10 reverse stock split. This
reverse split is expected to be effective on June 10, 2005. As
a result, the proposed option grant will be automatically converted
to a grant to receive 75,000 options. Your grant will be subject to
a separate agreement and offer which has to be approved by the
Compensation Committee of Vignette’s Board and does not form
part of your contract of employment. Once this has been approved,
the necessary documents will be sent to you.
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Subject to you
joining Vignette Corporation, we have proposed for you to receive
150,000 shares of restricted stock through the Vignette Corporation
Stock Option Plan. Please note that on May 27,
Vignette’s shareholders approved a one for 10 reverse stock
split. This reverse split is expected to be effective on
June 10, 2005. As a result, the proposed option grant will be
automatically converted to a grant to receive 15,000 restricted
shares. Your grant will be subject to a separate agreement and
offer which has to be approved by the Compensation Committee of
Vignette’s Board and does not form part of your contract of
employment. Once this has been approved, the necessary documents
will be sent to you.
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Eligibility for
bonus in the Executive Performance Bonus Plan, targeted at
$100,000.00 annually. This bonus is paid out semi-annually at the
discretion of the Company, based on the individual and company
performance goals. Payment of this bonus may not occur if the
company does not meet its financial goals.
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A relocation
package of $140,000 to assist you in your move to Austin, Texas.
This package will include a house hun
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