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Exhibit 10.34
OFFER AGREEMENT
September 28, 2005
Gayle Wiley
Dear Gayle,
I am pleased to extend to you an
offer to join Vignette Corporation starting on October 3,
2005. Your position will be Senior Vice President, Global Human
Resources 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.
Your compensation will include the
following:
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A bi-weekly
salary of $8,269.23 (which when calculated on an annual basis
equals $215,000.00).
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Subject to you
joining Vignette Corporation, we have proposed for you to receive
25,000 stock options through the Vignette Corporation Stock Option
Plan. 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
$60,000.00 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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Eligibility for
all of the benefits provided to Vignette’s employees, which
currently include:
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Major medical,
dental, vision, short term disability and life insurance coverage
for you
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The option to
purchase major medical, dental, vision, accident and life insurance
coverage for your eligible dependents
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Participation
in Vignette’s 401(k) plan upon completion of the plan’s
eligibility requirements
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Participation
in Vignette’s Employee Stock Purchase Plan
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Nine paid
holidays and two weeks accrued paid vacation per year
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Should your
employment with Vignette be terminated without R
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