Exhibit 10.7
AMPLITUDE, INC.
EMPLOYMENTAGREEMET
Dear __________,
It is my pleasure to confirm our offer of employment to join Amplitude, Inc., working on our mission to help the world build better products.
This Employment Agreement (the “Agreement”), entered into as of _______ is between Amplitude, Inc., a Delaware corporation (the “Company”) and _________ (“Executive” and, together with the Company, the “Parties”).
WHEREAS, the Company desires to assure itself of the continued services of Executive by engaging Executive to perform services as an employee of the Company under the terms hereof;
WHEREAS, the Parties desire to execute this Agreement to supersede the Offer Letter in its entirety and reflect certain changes to Executive’s employment with the Company effective as of the Effective Date; and
WHEREAS, Executive desires to provide continued services to the Company on the terms herein provided.
NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, including the respective covenants and agreements set forth below, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows:
[Executive’s RSUs will have a target value of $__________ (“Target RSU Value”) and Executive’s Options will have a target value of $_________ (“Target Option Value”), collectively (the “Total Target Value”). The number of RSUs granted to Executive will be approximately equal to the Total RSU Value divided by such average trading price of Amplitude’s Class A Common Stock (or such other value of Amplitude’s Class A Common Stock for determining the number of RSUs then-used by Amplitude) as reasonably determined by the Company, in its sole discretion. The number of Options granted to Executive will be approximately equal to the Target Option Value and calculated based on dividing Target Option Value by a black-scholes valuation of the Options as of a designated date and the strike price of the Options is set based on the value of Company stock at the close of market on the grant date.]OR[Executive shall receive _____ RSUs and an Option to purchase ______ shares of Class A Common Stock.] Subject to the terms of the Plan, (i) the RSUs will vest over ________ years, in _____________ installments following the Effective Date and (ii) the Options will vest over __________, in _____________ installments following the Effective Date, with all RSU and Option vesting subject to Executive’s continued service with the Company through each such date, or as otherwise described in the Plan or the award agreement issued to Executive thereunder. Further details on the Plan and any specific RSU grant to Executive will be provided upon approval of such grant by the Company’s Board of Directors (or a committee thereof).
(1) any plan pursuant to which such benefits are provided is not, or ceases prior to the expiration of the continuation coverage period to be, exempt from the application of Section 409A under Treasury Regulation Section 1.409A-1(a)(5), (2) the Company is otherwise unable to continue to cover Executive or Executive’s dependents under its group health plans, or (3) the Company cannot provide the benefit without violating applicable law (including, without limitation, Section 2716 of the Public Health Service Act), then, in any such case, an amount equal to each remaining Company subsidy shall thereafter be paid to Executive in substantially equal monthly installments over the CIC COBRA Period (or remaining portion thereof).
(ii) a material diminution of Executive’s authority, duties or responsibilities, provided that a mere change of title alone shall not constitute such a material diminution; or (iii) relocation of Executive’s principal place of employment by more than 30 miles from Executive’s then-current principal place of employment.
(i) Executive shall not be in breach of this Agreement, and shall not be held criminally or civilly liable under any federal or state trade secret law (x) for the disclosure of a trade secret that is made in confidence to a federal, state, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (y) for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; and (ii) if Executive files a lawsuit for retaliation by the Company for reporting a suspected violation of law, Executive may disclose the trade secret to Executive’s attorney, and may use the trade secret information in the court proceeding, if Executive files any document containing the trade secret under seal, and does not disclose the trade secret, except pursuant to court order.
(ii) for purposes of Section 409A, Executive’s right to receive installment payments shall be treated as a right to receive a series of separate and distinct payments; and (iii) to the extent that any reimbursement of expenses or in-kind benefits constitutes “deferred compensation” under Section 409A, such reimbursement or benefit shall be provided no later than December 31st of the year following the year in which the expense was incurred. The amount of expenses reimbursed in one year shall not affect the amount eligible for reimbursement in any subsequent year. The amount of any in-kind benefits provided in one year shall not affect the amount of in-kind benefits provided in any other year.
[Signature Page Follows]
The Parties have executed this Agreement as of the date set forth above.
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EXHIBIT A
Affiliations
EXHIBIT B
RELEASE OF CLAIMS1
This Release of Claims (“Release”) is entered into as of _______, 20__, between [_____] (“Executive”) and Amplitude, Inc. (the “Company”) (collectively referred to herein as the “Parties”), effective [eight days after]OR[as of] Executive’s signature hereto (the “Effective Date”), unless Executive revokes his acceptance of this Release as provided in Paragraph 2(c), below. This Agreement is being executed in connection with the terms of the Employment Agreement by and between the Parties dated as of [___], 20__ (the “Employment Agreement”), which is incorporated herein by reference.
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(1) NTD: To be updated for any changes in applicable law.
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
BEING AWARE OF SAID CODE SECTION, EXECUTIVE HEREBY EXPRESSLY WAIVES ANY RIGHTS EXECUTIVE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.
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IN WITNESS WHEREOF, and intending to be legally bound, the Parties have executed the foregoing on the dates shown below.
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