Severance Agreement And General Release


The following is an agreement between Kim Niederman (referred to as Mr.
Niederman or you ), and 8x8, Inc. (referred to as 8x8 ), regarding Mr. Niederman s
termination of employment with 8x8.
Position End and Employment Termination. You were terminated from
your position as President of 8x8, relieved of all duties effective October 18, 2013
( Position End Date ) and you have been on paid administrative leave since the Position
End Date. In consideration for all of the promises made in this Severance Agreement and
General Release ( Severance Agreement ), you shall continue to be employed with 8x8
until April 21, 2014 ( Termination Date ), when your employment will terminate. The
time period between the Position End Date and the Termination Date shall be referred to
as the Employment Extension Period.
Severance Offer. To assist you in transition and in consideration for the
promises contained in this Severance Agreement, 8x8 agrees to provide you with
Severance Pay in the total gross amount of $117,500.00, which is equivalent to six (6)
months pay at your current base wage rate, less appropriate deductions for federal and
state withholding and other applicable taxes and regular deductions. The severance shall
be paid to you in three parts as follows:
a. You shall be on paid administrative leave from October 18 until
November 8, 2013 at your regular, weekly gross base compensation rate
of $4,519.23. Your Administrative Leave Payments shall be remitted
pursuant to 8x8 s regular payroll process and will not be contingent upon
your signing this Severance Agreement.
b. The First Severance Payment shall be in the amount of $45,192.31 and
shall be made within ten (10) business days after the Revocation Period
referenced in Paragraph 13 below expires.
c. The Second Severance Payment shall be in the amount of $58,750.00 and
shall be contingent upon: (1) your remaining employed with 8x8
throughout the Employment Extension Period and (2) your signing a
( Second
Agreement ), in the draft form attached hereto as Exhibit A, no earlier
than April 21, 2014 and no later than May 9, 2014. If any portion of
Exhibit A would be invalid due to a change in applicable law or due to a
change in interpretation of applicable law that occurs prior to April 21,
2014, 8x8 shall revise the Second Agreement and provide you with the
revised version, which shall substitute for Exhibit A. You should not sign
Exhibit A. Rather a final version of the Second Agreement for your
signature shall be provided to you on April 21, 2014.
The Second
Severance Payment shall be made within ten (10) business days after the
Revocation Period referenced in the Second Agreement expires.
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K.N. __________


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