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TRANSITION AGREEMENT

Transition Agreement

TRANSITION AGREEMENT | Document Parties: ARIBA INC | GLEN T. MEAKEM You are currently viewing:
This Transition Agreement involves

ARIBA INC | GLEN T. MEAKEM

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Title: TRANSITION AGREEMENT
Date: 2/12/2004
Industry: Computer Services     Sector: Technology

TRANSITION AGREEMENT, Parties: ariba inc , glen t. meakem
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Exhibit 10.38

 

T RANSITION A GREEMENT

 

T HIS A GREEMENT is entered into as of January 23 , 2004, by and between G LEN T. M EAKEM (the “Employee”) and ARIBA, I NC ., a Delaware corporation (the “Company”).

 

 

1.

D UTIES AND S COPE OF E MPLOYMENT .

 

(a) Position. For the term of his employment under this Agreement (the “Employment”), the Company agrees to employ the Employee at the Company’s Pittsburgh, Pennsylvania work location. The job duties of the Employee shall be to assist senior leaders of the Company in retaining and transitioning key client relationships following the Company’s acquisition of FreeMarkets, Inc. (“FreeMarkets”).

 

(b) Obligations to the Company. During his Employment, the Employee shall devote substantial business efforts and time to the duties described in Subsection (a), and shall not be employed during such Employment by any other employer, provided, that nothing herein shall preclude the Employee from (i) serving on the boards of directors or the advisory boards of other business entities, (ii) serving on the boards of directors of trade associations and/or charitable organizations, (iii) engaging in charitable activities and community affairs, and (iv) managing his personal investments and affairs, provided, that such activities do not materially interfere with the proper performance of his duties and responsibilities as set forth in Subsection (a).

 

(c) Effective Date; Term. This Agreement shall become effective immediately after the “Effective Time” (as that term is defined in the Agreement and Plan of Merger and Reorganization among the Company, Fleet Merger Corporation and FreeMarkets dated as of January 23, 2004 (the “Merger Agreement”)). This Agreement shall have no legal effect unless the merger among the Company, Fleet Merger Corporation and FreeMarkets as contemplated by the Merger Agreement is consummated. Upon becoming effective, this Agreement, and the Employee’s Employment, unless the Employee voluntarily resigns at an earlier date, shall continue until the date (“Termination Date”) which is the later of (i) the last day of the third full calendar month following the month in which the Effective Time occurs or (ii) May 31, 2004.

 

 

2.

S ALARY .

 

The Company shall pay the Employee as compensation for his Employment a base salary at a gross monthly rate of not less than $20,000. Such salary shall be payable in accordance with the Company’s standard payroll procedures.

 

 

3.

V ACATION AND E MPLOYEE B ENEFITS .

 

During his Employment, the Employee shall be eligible for paid vacations in accordance with the Company’s vacation policy for similarly situated employees, as it may be

 


amended from time to time. During his Employment, the Employee shall be eligible to participate in the retirement, medical, dental, vision, life insurance, disability, tuition assistance, stock option or equity, and other benefit and fringe benefit plans (collectively, the “Employee Benefit Plans”) maintained by the Company or FreeMarkets for similarly situated employees, subject in each case to the generally applicable terms and conditions of the plan in question and to the determinations of any person or committee administering such Employee Benefit Plan.

 

 

4.

B USINESS E XPENSES .

 

During his Employment, the Employee shall be authorized to incur necessary and reasonable travel, entertainment and other business expenses in connection with his duties hereunder. The Company shall reimburse the Employee for such expenses upon presentation of an itemized account and appropriate supporting documentation, all in accordance with the Company’s generally applicable policies for similarly situated employees.

 

 

5.

O FFI


 
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