Furrier.org Is Media Partner at MediaBistro’s User Generated Content Conference January 17, 2009
Posted by John in social media.16 comments
Furrier.org will be at the Mediabistro User Generated Content conference. I will be covering the event and hopefully announcing some new things. I love mediabistro because it reminds me of my eastcoast upbringing – they have good content but edgy in a professional way.
Here is the info on Mediabistro’s User Generated Content Conference in February 9-10 in San Jose.
UGCX is part trade show, and part educational conference program. Conference program sessions will be loaded with successful case studies and business models in four tracks: social content, photography, video & gaming, and music. Our trade show floor will feature all the relevant vendors you need to connect with to gain new resources and tools to stay ahead of the social media curve.
Because face-to-face interaction will never be beat as a means of relationship building, we are stocking our 2-day event full of networking opportunities, so you can be sure to leave with lasting connections to help you create, use, and profit from user-generated content.
Join the new media revolution. Register today.
Here are the speakers of UGC Conference
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Yuri Arcurs is the world’s top selling microstock photographer and sells over 1,1million individual licenses per year. The list of clients that have bought and used his pictures, include Time Magazine, MTV, Sony, MSN.com, Microsoft, Samsung, Hewlett Packard, Tyra Banks Show, Late Night Show and many more.
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Terry Balagia, , Co-CEO, SnowballMedia.mobi, Inc.
Most recently Mr. Balagia served as SVP/Dir. of Creative Marketing FOX BROADCASTING NETWORK, Los Angeles where he worked on the launch of American Idol and The OC. Prior to that, Mr. Balagia was executive creative director at some of the largest advertising agencies in the world. He has created ad campaigns for many major brands including Toyota, Nabisco, Blue Cross, Activision, GM, Sony, Proctor&Gamble, to name a few. Mr. Balagia’s career includes stints as:
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Ryan Barrett, Co-founder of Google App Engine, Google
Ryan Barrett is a co-founder of Google App Engine and the lead engineer on the datastore. He’s a systems engineer at heart who got sidetracked into making webapps scale. Before App Engine, Ryan worked on transaction processing, database sharding, distributed and grid computing, network protocols, and open source. Outside of work, Ryan hobnobs with celebrities, wins Nobel Prizes, cures cancer, and recently achieved nirvana. (That was on Tuesday.)
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Lane Becker, Co-Founder & President, Get Satisfaction
Lane Becker is co-founder and President of Get Satisfaction, a web startup dedicated to fostering new methods of communication and collaboration between companies and their customers. Previously, Lane was co-founder of Adaptive Path, a user experience strategy, research, and design consultancy, known for, among other things, coining the technology terms “blog” and “ajax.”
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Rick Becker-Leckrone has worked in the commercial stock photography business for over 17 years. In various roles as a photographer, editor, creative director, and technologist, Rick has had an opportunity to work with many of the top photo agencies and commercial advertising photographers in the U.S. and abroad. As Director of Content and Technology at upstart agency Digital Stock, Rick had an integral role in the development of the company and eventual sale to Bill Gates’ Corbis Images in 1998. Upon Digital Stock’s acquisition, Rick was promoted to Co-Director of Commercial Photography and had a unique opportunity to oversee the creative efforts and content development efforts of this world-class image collection. In 2001 Rick left Corbis to create imagery full time for Corbis, Getty Images and PictureArts. In 2004, Rick founded Blend Images, a stock collection emphasizing ethnic diversity. Blend Images is distributed by over 250 agencies world-wide. Blend Images has gained wide acceptance of as one of the strongest niche commercial stock collections in the industry.
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Barry Benson, President, Stratus Digital Music
In 1991, Mr. Benson began his career as the Director of Radio Promotions for Walt Disney’s newly founded record label, Hollywood Records. Three years later, Mr. Benson segued to A&M Records where he oversaw radio promotion for the likes of Mint Condition and Barry White.In 1995, Mr. Benson would embark upon his most storied musical journey, as the Director of Rhino Records Urban Division. In this capacity, Mr. Benson created, produced, and marketed over 47 CD releases, over a nine year span.
Making the transition from the traditional record business to digital music was seamless for Mr. Benson, given his extensive experience. In 2003, Mr. Benson was at the ground floor of ringtone/mobile phone entertainment technology, working as a Director of Merchandising for InfoSpace Mobile. Mr. Benson was then tapped to head Digital Marketing for Universal Music Group/Interscope/Geffen/A&M. In 2008, Barry launched his own digital music marketing company called Stratus Digital Music Marketing, based in Los Angeles, California. SDMM focuses on implementing online campaigns with recording artists. Mr. Benson also oversees the Urban, Electronic, Jazz, and World Music, content and marketing strategy for the iTunes Essentials Store. He also hosts a weekly podcast, along with the iTunes music team, entitled iTunes Weekly Rewind. His latest endeavor includes online content creation and strategy for Vivendi/Universal, CodeBlack Entertainment. |
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Benveniste has a unique and rich background in connecting, empowering, mobilizing and influencing youth culture. He founded StreetWise in 1997 to promote the band System Of A Down and is responsible for the company’s overarching philosophy that has established StreetWise as an award winning, premiere social marketing agency specializing in the youth market, community and the brand building experience.Benveniste began his entrepreneurial pursuits as an independent band manager through which he founded Velvet Hammer Music and Management Group, a music management company with an impressive roster of top-selling and Grammy winning artists, that include System Of A Down, Deftones, Alice In Chains and Cypress Hill. Concurrent to his role at StreetWise, Benveniste is also CEO of Velvet Hammer.
Benveniste grew up in Beverly Hills, CA and is a graduate of Beverly High. He earned a Bachelors Degree in Communications from The University of Southern California. |
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David Berkowitz, Director of Emerging Media & Client Strategy, 360i
David Berkowitz is Director of Emerging Media & Client Strategy for 360i, a leading digital marketing agency. He helps 360i’s leading brands in media & entertainment, retail, and other verticals leverage marketing opportunities at the nexus of search engine marketing and social media. Additionally, he has penned a weekly column for MediaPost (Search Insider and Online Spin) since 2004, with 200 columns written to date.Prior to 360i, he served as director of marketing for Viewpoint’s rich media advertising group Unicast and search engine marketing firm iCrossing. Previously, with research firm eMarketer, he interviewed 175 executives, authors, and analysts on the cutting edge of technology and business. His writing has also appeared in Ad Age, DM News, MarketingProfs, iMedia Connection, and other publications. Mr. Berkowitz has also blogged extensively, launching MarketersStudio.com, an Ad Age Power 150 media & marketing blog. He has contributed to MarketingVox, nowEurope, AdTechBlog, ReverseDirectMarketing.com and Rich Media Today.
He’s been spotted and heard on the airwaves (CBS, NBC, CNBC, Canada’s ROB TV, Bloomberg Radio, CNET Radio, Reuters TV) in print (CNN.com, Reuters, Associated Press, DM News, Ad Age, Adweek, BtoB), and online (MediaPost, iMedia, ClickZ) commenting on internet, advertising, media, and technology trends. |
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John P. Bevilaqua, Executive Vice President of Sales and Marketing, Digital College Network
John Bevilaqua currently serves as Executive Vice President of Sales and Marketing for the Digital College Network. John has spent over 25 years in marketing, communications, public relations, special events and sports marketing. He began his career with Coca-Cola USA and served as National Sports Marketing Manager and 1984 Olympic Project Manager. In 1983 John was “loaned” to the Los Angeles Olympic Organizing Committee where he served as Director of Corporate Relations, Director of Public Relations and Vice President of Communications managing a wide variety of external relations activities.Upon returning to Atlanta in the Fall of 1984, John founded Bevilaqua International, Inc. and for the ensuing 12 years consulted to corporations and special events such as: 1986 Goodwill Games (Moscow); 1986 (Soccer) World Cup (Mexico City); 1992 Olympic Games (Barcelona); 1996 Olympic Games (Atlanta); 1996 Paralympic Games and other international events. His agency also provided marketing counsel to a variety of corporations including: 3M Corp, York International, IBM, Coca-Cola, EDS, Chase Manhattan Bank, Turner Broadcasting, First Union Bank, Gulfstream, AT&T and others.
Since 1994 John has served as President and CEO of Creative Marketing Strategies headquartered in Atlanta, Georgia. Mr. Bevilaqua has created a variety of strategic communications programs and platforms for a wide range of clients. Integration of new technologies with traditional strategic marketing counsel has been the hallmark of John’s most recent professional development. |
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Aaron Booth, Director, Commercial Media Partners and Community Content, Corbis
As Director, Commercial Media Partners and Community Content, Aaron Booth is responsible for designing and managing the product sourcing strategy for the Corbis and Veer brands. In this role, he manages creative directors and product managers for photography, illustration, type and community content. Aaron is based in Calgary, Canada.Prior to joining Corbis in 2008, Aaron was Director of Products at Veer, responsible for managing Veer’s third-party image strategy and supplier relationships, image editing and Veer’s Hispanic brand, Somos.
Before entering the stock photography industry, Aaron was a founding member of Viewit.ca, a successful online property advertising platform in Toronto, becoming the company’s national Photographer Operations Manager. Outside of the stock photo business, Aaron is an independent singer-songwriter and music producer, having released five albums since 2001, licensed his songs for TV and film and has toured Canada, USA, Japan and Europe. |
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Ellen Boughn, Director of Content, Dreamstime
Ellen Boughn was the founder of the early commercial, rights managed stock photo agency After-Image that ultimately became part of Getty Images. She has held executive positions at Corbis Images, Getty Images (Stone), Workbookstock, Punchstock, UpperCut Images and SuperStock. Current she is the Director of Content for the microstock company, Dreamstime, as well as acting as an independent consultant and appraiser of intellectual property and an expert witness in matters relating to the commercial value copyrights associated with photography. She writes a weekly informative blog for the over 1 million members of Dreamstime and is currently under contract to write a book about the microstock business. Her special skills include extensive knowledge and experience in all aspects of the stock photo industry, including editing, licensing, contracts, acquisitions, pricing and general executive management.
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Nate Brochin, CEO, Groupable.com
Nate is currently the founder and CEO of Groupable.com, a group sponsorship marketplace servicing large brands and local merchants by providing them direct access to their target markets through offline groups, such as Little League teams, soccer mom organizations and singles clubs.Prior to Groupable, Brochin founded Rare Medium Group in 1995, helping to build one of the leading Internet consultancies in the world and managing its growth with $85 million in revenue and over 900 employees in 5 years.
Following his success with Rare Medium (RRRR), Brochin founded and served as President and COO of Savos, Inc., the first company to deliver streaming audio to mobile phones. Brochin was a patent co-author of the proprietary hardware/software product, eventually purchased by GiantBear, Inc. and released as a service offering by InfoSpace in 2002. Nate has been invited to speak at conferences on topics that include “Managing Rapid Growth”, “Professional Responsibility”, “Youth Marketing” and “Mobile Marketing Trends.” Brochin received an MBA from the London School of Economics, an MFA from the School of Visual Arts and a BA from Oberlin College. Mr. Brochin also serves on the board of Clancy Productions, an award-winning off-Broadway production company specializing in intellectually engaging contemporary American theater. |
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Paul Buchheit, Co-founder, FriendFeed
After getting a Computer Science degree from Case Western Reserve University, Paul worked at Intel, and then Google. There, he was the engineer behind Gmail. Paul is also responsible for Google’s famous “Don’t be evil” motto and the first AdSense prototype. He left Google in 2006 and co-founded FriendFeed in October, 2007. Paul got married in a tiger suit.
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Ryan Buckley, Vice President & CFO, Scripped, Inc.
Ryan Buckley is Vice President & CFO of Scripped, Inc. At Scripped, Ryan is responsible for business development and legal strategy. Prior to his role at Scripped, Ryan worked in the corporate litigation group at Navigant Consulting. Ryan is currently enrolled in a joint Master’s degree program with MIT Sloan and the Harvard Kennedy School, where he is focusing on entrepreneurship and political Internet campaigns. Ryan also holds a dual B.S./B.A. from the University of California, Berkeley in economics and environmental sciences.
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Jim Caparro, Chairman, Creative Partners Media
Jim Caparro is an accomplished Chief Executive with broad-based expertise in managing and evaluating business solutions and developing effective solutions. He founded the Entertainment Distribution Company, a neutral provider of complete supply chain solutions for the entertainment industry. As well as the Island Def Jam Music Group, creating one of the largest and most profitable record labels in the industry. He also created PolyGram Group Distribution, which became one of the largest and respected full service entertainment distribution companies in the US.Caparro redefined and developed varied businesses including Video, Special Markets, Merchandising and Diversified Entertainment, New Media, Business Development and Independent Distribution. He has more than 25 years of execution management experience in marketing, sales and operations and has achieved international recognition for repeated “start-up and turnaround” success. Caparro is an established respected leader in building highly motivated and dedicated staffs and holds a proven track record for successfully integrating and optimizing merged operations and cultures.
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Chris Chinn, Vice President of Sales, Watercooler
Chris Chinn is the vice president of sales for Watercooler and is responsible for revenue generation. He has been in media advertising sales for more than 19 years with online and broadcast television companies ranging from media conglomerates to startups. Chris realized the potential of social media’s impact on advertising and has contributed to several industry-leading companies such as AOL Instant Messenger, Facebook, Bebo and SocialMedia. Some of the key marketers Chris has worked with include Nike, Coca-Cola, Apple, HP, Nintendo, McDonald’s, Sony and Universal Pictures. Chris built the U.S. sales team for Bebo, which was acquired by AOL in early 2008. Prior to Bebo, Chris ran Northwest regional sales at Facebook where he led the iTunes partnership, which was the largest-ever iTunes music promotion for Apple to date. While at AOL, Chris oversaw U.S. sales for Netscape and regional sales for AOL’s Web Properties over nearly seven years.
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Kevin Chou, CEO, Watercooler
Kevin Chou is the CEO of Watercooler, the world’s largest fan community online for sports and TV audiences. Kevin has led the company from its founding to over 25 million application installations users across the Watercooler network. Watercooler’s products enable passionate fans to connect with other fans inside their favorite social networks. Prior to Watercooler, Kevin spent several years at the global venture capital firm Canaan Partners investing in digital media, consumer internet services, and online advertising companies. Kevin took part in funding 10 companies during his tenure at Canaan Partners, deploying part of the firm’s $2.3 billion of capital. Earlier in Kevin’s career, he advised public technology companies on M&A and corporate finance as part of Deutsche Bank’s investment banking arm in San Francisco. Kevin holds a BS from University of California, Berkeley in Business Administration, graduating magna cum laude and Phi Beta Kappa.
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Dawn Clark, Founder, DawnClark.net
Dawn Clark is a sensitive and pioneer in Cyberenergetics, a field that influences game theory, psychology, biological systems, organizational structure, systems theory, architecture and more. Her deep insights in energy dynamics at the sub-atomic level are relevant for developing strategic direction, alignment, and understanding how products engage, engross, and become viral.Where most people see empty space, Dawn perceives wave form, frequency, and interaction. Recognizing her natural gifts, a former elite US counter intelligence agent trained her in the art of spycraft and developed her skills in remote viewing, subtle energy perception and engagement. Rather than work in the government arena, Dawn chose instead to create solutions to help people and organizations realize their potential. Internationally published, Dawn has guided clients with Fox Entertainment, ABC, PBS, Wall Street Journal, 2010 Olympics, creative artists, and entrepreneurs. Faculty at Omega Institute, she is a member of the AHP, ISSSEEM, and FMBR.
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Kelly Cline, Photographer & Food Stylist, Kelly Cline Photography
Kelly Cline is a Seattle photographer specializing in shooting Food and Food Lifestyle images. She has been dubbed by many as a “Food Pornographer.”Kelly’s work has been featured in several magazines, newspapers, books, billboards and television. She was the sole photographer for the New York Times Best Selling Cook Book from Hungry Girl. She currently resides and maintains a studio in Seattle, Washington.
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Alan Collier, Vice President, Corporate Capital Group, LLC
Mr. Collier has over twenty years of experience in corporate finance, accounting, and computer science. He specializes in the development and financing of early stage/growth companies and has provided his clientele with comprehensive business services which have included: strategic planning; corporate formation; branding and positioning; mergers and acquisitions; business development; business plan compilation; reverse mergers; equity and debt structure and financing; augmentation of management; capital restructuring; joint ventures; and procurement of channel partners.Concurrently, Mr. Collier is a Managing Member and Co-Founder of C2 Capital, LLC, a private financer providing bridge loans and financing the cost for private companies to go public. From May of 2005 to the beginning of August 2007, Mr. Collier was the Managing Director and CEO of Greenbridge Capital Group, Inc., a company specializing in developing and financing early stage companies. From October of 2004 to April 2005, Mr. Collier was a Venture Consultant to Funk Ventures Business Services, LLC and from January of 2003 to January of 2005, Mr. Collier was the president of EuroBancorp a multi-faceted corporation with services including business development and investment banking consultancy and prior to that, Mr. Collier held the position of President with Fillet Capital Corporation an international investment banking firm established in 1953.
In 2000 and 2001, Mr. Collier was the Southern California Regional Co-Chair for the United Association of Equipment Leasing, and in 2001 was the keynote speaker at Euromoney’s Equipment Leasing Conference of the Americas. |
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Marty Taylor Collins, Group Marketing Manager Windows Consumer Marketing, Microsoft
Marty Collins is a Group Marketing Manager in the Windows consumer marketing group at Microsoft. As leader of the Windows Social Media Team she is responsible for building a strong community ecosystem for Windows and Windows Live customers using social networking techniques.Before joining the Windows Live marketing team Marty worked in the Developer Platform & Evangelism group at Microsoft focused on building technical community. Prior to Microsoft Marty worked at Oracle focusing on user groups, and in New York City marketing for professional services.
Marty was born and raised in Seattle; she has a BA from the University of Washington and an MBA from Seattle University. You can find her at martycollinsblog.spaces.live.com |
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Jerome Conlon, President & Founder, Brand Frameworks
Jerome Conlon is president and founder of Brand Frameworks, LLC, a national business consultancy based in Portland, Oregon that focuses on brand, marketing and business development. Brand development always starts on the inside. Jerome first looks through the lens of internal strengths and cultural values before devising strategies for growth. Jerome’s career experience spans a range of brands and industries. He was the Director of Marketing Insights and Planning for Nike, Inc. for the ten years of greatest % growth (1986 – 1996). He then went on to be the Director of Brand Planning, Marketing Insights and Category Development at Starbucks Coffee Company (1996-1998) and; he was Senior VP Marketing and Program Development Research at NBC Entertainments (1998-2000); and CMO at Internap Network Services (2000-2002).Jerome has 25 years experience in categories that include: new media, automotive, entertainment, healthcare, beverages, financial services, retailing, real estate, education, sports footwear & apparel, quick service restaurants and internet services. He is a (magna cum laude) graduate of Gonzaga University 1978 in Economics & Accounting and in 1980 with a Masters in Business Administration.
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David Dalka, Internet Marketing Strategy Consultant / President, daviddalka.com
David is a passionate voice for fully considering Internet / search engine marketing and social media strategy at the c-level executive and board of directors level and integrating the activities into corporate culture. His interests are in seeing organizations outperform by acting nimbly, with a bias for action and utilizing current marketing technology to create customer focused experiences that drive revenue growth. You may ask David to speak at your conference or private session and seek his consulting, read his executive leadership credentials, visit his Internet Marketing Management Strategy blog or follow him on Twitter.
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Shay David, VP Business and Community Development, Kaltura Inc.
Dr. Shay David is a scholar and serial entrepreneur who specializes in collaborative and open-source information and communication systems. Shay is the co-founder of Kaltura, a pioneer in collaborative media, where he oversees technology and strategy. Kaltura has developed the world’s first open source video solution stack, and is empowering the next generation of Wikipedia and sites like the UN’s with collaborative rich media functionalities. Prior to Kaltura, Shay was a co-founder of Destinator Technologies, a leader in mobile-GPS-navigation software, and MindEcho, a collaborative filtering software company. Shay was involved for many years in cutting edge software research, combining open source and proprietary software.He lead various product development cycles from concept to market and consulted on open systems to Fortune 500 companies like Toyota and Becton Dickson. Shay holds a B.Sc. in Computer Science and a B.A. in Philosophy, Magna Cum Laude, from Tel-Aviv University, and an M.A. from New York University. Shay wrote his PhD dissertation on ‘The social construction of participatory information networks’ at Cornell and he is also a fellow at The Information Society Project at the Yale Law School. Shay has published extensively in leading academic journals, and has presented his work all over the world. He lives in New York City with his wife Ofri, an artist who works on large-scale video art projects.
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Jay Durgan, Member of the Board of Directors, Outhink Media, Inc.
Jay Durgan serves on the Board of Directors to technology incubator/VC Outhink Media, Inc. – http://www.outhink.com – and provides consulting services to its subsidiaries, MEDIAmobz, Inc., SpinXpress and OurMedia.Durgan also actively participates in advisory boards to and/or has minority equity interests in mobile application provider TagText, London, England and speech replication technology company Voxonic, New York.
He has exceptional experience and extensive knowledge: 1) building businesses; 2) developing and exploiting brands; 3) generating new revenue sources for established products; 4) identifying new technologies that represent valid business opportunities; and 5) in many countries, economies, political circumstances and other unique climates. Prior to joining Outhink Media, Jay headed Warner Music International’s business development efforts throughout the world excluding USA from their London headquarters. Durgan also served as Warner’s head of global marketing between 2000 and 2004 and held similar positions at both Universal Music Group and PolyGram between 1996 and 1999. |
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Fred Durham, CEO and Co-founder, CafePress
As Chief Executive Officer, Fred is responsible for setting the overall vision and strategy of CafePress. He also oversees the running of all business units and operations. Prior to starting CafePress.com, Fred and fellow business partner Maheesh Jain launched over ten companies – most failed. In 1999, taking the best elements from two of their failures, they launched CafePress. Since then, Fred has steered CafePress’s growth from two people in a dusty garage to the recognized leader in user generated commerce with over 400 employees in two locations and a community of 6.5 million members. While he never finished high school, he did end up with a political science degree from Northwestern. A vegetarian and spiritual monist, he nonetheless has a soft-spot for vehicles: “Think Gandhi with wheels”. He currently drives a 56 Bel Air, ’62 Fiat Multipla, a ’68 cinquecento, and a two-wheeled Triumph Bonneville.
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Serban Enache, CEO, Dreamstime
Serban Enache is the co-founder of Dreamstime.com. As CEO and active Managing Director, Enache is responsible for the development and implementation of specific strategic plans (business, creative and marketing) and he oversees their operation. Serban and his associates have brought the three-year young stock photography company to platinum status within the industry.A graduate of the University of Architecture and Urban Planning (Bucharest, Romania) with a specialization in Form Representation & Interior Design Studies, Serban has worked exclusively in the design industry over the course of the last ten years.Prior to his full-time commitment to Dreamstime.com, Enache was co-founder and Creative Director of Archiweb, the company that developed and launched Dreamstime.com. As Creative Director of Archiweb, he was instrumental in the development and creation of establishing an online presence for a number of Fortune 500 companies including Xerox, Unilever and Despec. Since 1998, Archiweb has become an award-winning leader among web design companies in SE Europe.
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Chris Esposito, CEO & President, The Digital College Network
DCN has an exclusive deal with Follett Higher Learning, the largest college bookstore chain on campus with more than 850 colleges and universities reaching more than 90 million annually. DCN provides LCD screens to the stores displaying UGC by students for students with SMS, text capabilities to the 18-24 market. Launched in may of 08, DCN has launched six channels including a Music, entertainment (film), Sports, Eco, Comedy and All College.
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Jay Fajardo, COO & Co-Founder, DesireMesh
Jay is a technopreneur, startup junkie, and code jockey. From 2002 to 2008, Jay was founder and CEO of Airborne Access, the Philippines’ pioneer and largest Wi-Fi service provider. After building the company for almost 6 years, Jay and the other founding shareholders fully divested their equity in the company, now fully owned by SMART Communications, the country’s largest mobile phone carrier. With almost 20 years of tech experience, Jay has been involved in many startup ventures in various internet and technology concerns including new media, applications development, and VOIP. Jay plays Division 2 soccer, is a voracious reader, and a history buff.
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Scott Fennel, member, ICCS Partners
Scott Fennel is a member of ICCS Partners, a Los Angeles-based consultancy where he creates and executes consumer-facing business and marketing strategy for start-ups and Fortune 100 companies. Among Mr. Fennel’s current engagements are an advertising agency and motion picture studio venture creating a long-term strategic plan for an existing film and television character; a national law firm expanding its presence in California and Nevada; multiple consumer products; and a record label / management company start-up focusing on A&R for emerging artists. Prior to ICCS, Mr. Fennel practiced law from 1988 – 2003, focusing on IP and Entertainment litigation and strategy for studios, labels and corporations. Additionally, Scott operated Serious Music, LLC and its related labels / publishing companies; created and produced Spanish DVD’s in the fitness market; and is a founder of the first independent anti-doping agency in professional cycling.
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Dennis Fong, CEO & Founder, Raptr
Dennis (a.k.a. Thresh) was previously a die-hard PC gamer as the world champion of Doom, Doom 2, Quake, and Quake 2 and was called the “Michael Jordan of Videogames” by the Wall St. Journal. These days, you’re more likely to find him playing Guitar Hero (X360), Starcraft (PC), Bejeweled 2 (XBLA), and Desktop Tower Defense (Flash). Dennis founded Raptr out of his frustration of not being able to easily keep track of his friends playing across so many platforms. Prior to Raptr, Dennis co-founded three successful startups: Xfire, Lithium, and Gamers.com.
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Miles Forman, Creative Director, DCN
As Creative Director, Miles Forman visits college campuses to create original programming for DCN that features students and faculty.Miles, a native of Fort Lauderdale, attended the Art Institute of Fort Lauderdale and has worked on a wide variety of projects since graduating.
He got his start working on the film Striptease, featuring Demi Moore. Shortly after, he traveled to New York to produce his first film, The Ride. He then moved to Los Angeles, where he produced See Dick Die, a horror film based on Jack Kevorkian. It was during the filming of See Dick Die that he met Doug Deluca, a longtime producer of Jimmy Kimmel’s Man Show, Crank Yankers and Jimmy Kimmel Live. Miles would remain in LA and work on a wide variety of projects from feature films to television programs. In 2003, Miles began production on Fatboy: The Movie, a documentary that tells the story of Miles’ mission to lose more than 50 pounds. Fatboy: The Movie went on the festival circuit and brought home five awards and much national praise from festivals and critics alike. |
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Evan Forster is Chairman of Forster Brothers Entertainment LLC, a niche consulting firm that focuses on marketing strategies and brand development for artists and businesses in the entertainment industry. Prior to founding Forster Bros Entertainment, Evan was the Head of the Crossover division at Universal Music Group where he spearheaded the launch of several platinum recording artists. His music career began when Evan was recruited out of a talent agency mailroom to head up a start up division for A&M Records, where he soon became President and GM of Tuff Break Records, the first hip hop label in the companies 50 year history. Evan is also CEO and President of TUFF BREAK, the first multi platform feedback based intermediary for aspiring artists in the entertainment industry. He is also an accomplished screenwriter, published author and runs Huddies Buddies, a charitable organization which provides toys to children in need.
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Jonnie Forster, Partner, Forster Bros Ent. LLC.
For more than fifteen years, Jonnie Forster has thrived as a successful entrepreneur in a number of industries. Best known for his establishment in the music entertainment business, Forster created the diversified entertainment marketing firm, Forster Bros Entertainment in Los Angeles. A well-connected man in the entertainment industry, Forster began his career at Capitol Records and quickly rose to become the youngest director in the worldwide EMI family of labels. Realizing his need to be his own boss, Forster soon opened his own company with his two brothers and quickly secured production ventures with Warner Bros. Records, Sony Music, BMG, and EMI while simultaneously creating the premier music supervision company for the video game industry with a roster of clients that includes EA Sports, Sony Computer Entertainment America, and Activision. Prior to Forster Bros. Entertainment, Forster was a marketing executive at Capitol Records where he was an essential leader in widely successful campaigns for The Beatles, Frank Sinatra and Jimi Hendrix. In addition, he executive-produced funk legend George Clinton’s “Greatest Funkin’ Hits” album and hosted the first-ever live Internet webcast with Clinton and Macromedia. He presently works closely with the Bob Marley Estate and his recording studio, Forster Sound.
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Laura Fortner, SVP, Marketing & Insight, CafeMom
Laura leads efforts to build CafeMom’s profile with consumers, businesses and the media. She also oversees the strategy and research teams, and is responsible for proving the value of advertising programs, sharing insights with our partners, and generally establishing CafeMom as a leading source of mom expertise and insights in the marketplace.Laura was previously CafeMom’s senior vice president of Sales Strategy and Operations, where she was responsible for developing and marketing the company’s sales offerings, and overseeing the production, management and measurement of all advertising programs. Prior to joining CafeMom in 2006, she held executive positions in sales and business development at Time Warner’s CNN, CNN.com and CNNmoney.com, and prior to that, at Viacom’s Nickelodeon. Laura holds a BA in East Asian Studies from Princeton University, and an MBA from the Harvard Business School. She lives in New Jersey with her husband and three young sons.
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Zachary Freer, VP & Co-Founder, Scripped.com
Zachary Freer is VP and Co-Founder of Scripped.com, a free screenwriting software and community for professional and aspiring writers of new media including videos, webisodes, tv shows, and films. Prior to Scripped, he graduated from Claremont McKenna College and earned his MFA from the Peter Stark Producing Program at the University of Southern California’s Cinema School. He has worked as an independent producer and is also an award-winning writer/director.Using his combined experience in the entertainment industry and new technologies, Zachary brings his unique perspective to industry relations, product development, business strategy, and user interface design for Scripped.com.
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Peggy Fry, Senior Vice President, Clearspring Technologies
Peggy Fry is Senior Vice President at Clearspring Technologies, managing the company’s business development and client services business.Previously, Ms. Fry was Vice President of Ad Sales for Netflix where she developed and launched an online and offline targeted advertising platform for the entertainment community.
From 2002-2005, Ms. Fry served as president of Smashing Entertainment, a film production and co-financing company she helped create to produce films for television and theatrical distribution. The company’s productions have appeared at the Sundance Film Festival and on Showtime, as well as direct-to-DVD. From 1997 to 2002, she held a series of increasingly senior sales positions at America Online, including vice president of interactive marketing for the AOL Entertainment Group. In this role, she was responsible for AOL’s studio relationships covering both filmed and home entertainment. Earlier in her career, Ms. Fry held sales positions at several large print publishing concerns, including Hearst Publishing, Family Media and Lang Communications. |
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Amit Gadhia, Founder & CEO, Artyllect
Amit Gadhia is founder and CEO of Artyllect, a web2.0, open source and mobile application development consulting company. Artyllect is headquartered in San Francisco with offices in Los Angeles, New York and Mumbai. Amit and his engineering team are experts in the art and science of extreme programming and rapid prototyping. Artyllect i.e. a mind of the artistic and the intellect helps entrepreneurs develop a social application distribution strategy that includes facebook application development, iphone gadgets/widgets and Google’s open-social and Android sandbox suites. Apart from strategy and application development, Amit also helps entrepreneurs raise venture capital and team building. Amit holds a Bachelors in Business from Kennesaw State University.
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Jordan Gimbel, Counsel, Jones Day
Jordan Gimbel is Counsel at Jones Day and has experience in patent litigation involving pharmaceuticals and chiral compounds as well as software, telecommunications, and electronic devices. Additionally, Jordan assists clients in securing their intellectual property rights and prosecuting such rights before the United States Patent and Trademark Office and in similar foreign governmental offices. Before joining Jones Day, Jordan represented clients in negotiations involving entertainment and media properties and drafted a variety of licenses. His experience with media and licenses involving multimedia extend back to the years he worked as director of business development at a national multimedia company based in Los Angeles.
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Dan Greenberg, Founder & Chief Operating Officer, 750 Industries
A native of the San Francisco Bay area, Dan Greenberg is responsible for operations, sales and customer development at 750 Industries. Greenberg is a 2007 graduate of Stanford University with a BA in Economics. In 2008, he dropped out of a Stanford Masters program in Management Science and Engineering to work full time building 750 Industries. While an undergrad at Stanford, Greenberg studied persuasive technologies and later was the lead course assistant for the first-ever “Facebook Class” in the Stanford Persuasive Technology Lab, exploring how persuasion strategies and digital technology can bring about behavioral change. While still at Stanford, Greenberg and fellow student Matt Monahan co-founded The CoMotion Group, a consulting company that helped large companies design successful viral video campaigns. Through CoMotion and the Stanford research experience, Greenberg and 750 co-founders Keintz, Monahan and Fan identified a need for scalable technologies to help brands reach target audiences via evolving media, leading to the formation of 750 Industries.
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Jim Greer, CEO, Kongregate
Jim Greer is the co-founder and CEO of Kongregate, a startup that combines over 2800 user-submitted Flash games with achievements, high scores, chat, and other community features. Developers share in ad and microtransaction revenue, and retain the rights to their games. Before founding Kongregate in June 2006, Jim was Technical Director for Pogo at Electronic Arts.
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John Griffin, CEO, Cutcaster
John Griffin is a former Wall Street stock trader turned entrepreneur. He founded Cutcaster in the spring of 2006 and launched the site into beta in April of 2008. The education he got while working with electronic trading platforms on Wall Street, his passion for media of all types and his A.D.H.D, led him to create a dynamic marketplace that could be used by anyone to buy, sell and request digital photos, vector illustrations and videos seamlessly over the internet.Originally from Syracuse, NY, John went to boarding school at Philips Exeter and to college at the University of Pennsylvania where he received a BA in International Relations and in German. John resides in New York City.
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Eyal Gura is the co-founder and CEO of PicApp, which enables Bloggers free access to legally add premium images to their sites. Previously Gura co-founded PicScout and led it to become a profitable company that leads the market of visual assets monitoring. Prior to PicScout he founded the first online video recruiting hub – TheScouter.com.Eyal is a graduate of the Zell Entrepreneurship Program of IDC Herzelia and earned his MBA from the Wharton Business School. Gura served in the Israeli Navy Submarine Flotilla in various command positions.
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Gannon Hall, Chief Marketing Officer, Kyte
Gannon leads product and marketing for Kyte, including market strategy, product road map, user experience, corporate communications, messaging and branding.Gannon is an award winning technology and marketing professional, bringing to the company 15 years experience in both emerging and established consumer internet and enterprise software. Prior to joining Kyte, Gannon was Principal at Horn Group, Inc., a premier digital marketing and public relations agency with offices in San Francisco, New York, Boston and Washington DC. As head of the agency’s New York office, Gannon was responsible for client strategy, business development and operations. Under his leadership the New York office won several prestigious branding, digital marketing and public relations awards.
Prior to Horn Group, Gannon led Hall Consulting, an award winning San Francisco interactive design, development and marketing consultancy that he founded in 1994. Clients included a diverse set of emerging and established enterprise software companies including Vitria, AvantGo (Sybase), Commerce One, and PlaceWare (Microsoft). Gannon began his career as a web developer and consultant for companies including Pacific Telesis Group and US Web San Francisco, where he helped design and build websites for clients including Rolling Stone Magazine, Proxim and Flextronics. |
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Richie Hecker, Chief Bootstrapper, Bootstrapper.com
Richie Hecker is a Cereal Entrepreneur residing in New York City. Once the youngest interactive advertising executive, he has grown up amongst the interactive community and remembers when people used to tell him to get offline and “get a real job.” He previously was a cofounder of ClickZen Worldwide, a profitable ad network & agency in the web 1.0 days and has since built a successful outsourcing company and has been involved with over a dozen startups. He currently runs Bootstrapper.com, a popular blog featuring entrepreneurs & investors and is very active in the New York Startup Community, having been ranked #5 Most Influential Person in Silicon Alley. Richie is currently building two revolutionary advertising platforms and enjoys high impact sports and advising startups.
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Liz Heller, CEO, Buzztone
Liz Heller, Buzztone’s CEO, is recognized as a media innovator and marketing pioneer with an award-winning career that spans film, music, technology and marketing. Since 2000, Buzztone has been a leading experiential marketing firm which has successfully connected leading brands to consumers by leveraging unique metrics-based online and offline services with its proprietary marketing tools. Liz and her company have recently bee focusing Buzztone’s efforts on a media platform entitled Assignable Spaces that allows content from many different sources, including UGC, to be aggregated together in a unique interface, recently deployed by TV Guide, the Emmy’s, theshouldLA and the Cabbage Patch Kids 25.Liz has sat a number of content, tech and entertainment company boards and is currently on the board of Uwink, a publicly traded company. Prior to founding Buzztone, Heller served as Executive Vice President of Capitol Records and led the charge in developing award- winning websites such as Hollywoodandvine.com and Bluenote.com. Liz also oversaw Capitol’s soundtrack department. Liz began her career as VP of Artist Development for MCA Records.
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Adam Hirsch, COO, Mashable
Adam Hirsch is the COO of Mashable, responsible for event planning, partnerships, marketing and client relations. Since joining Mashable in 2007, Adam’s initiatives include the MashMeet events and the Open Web Awards. Adam is a New York City native and a graduate of Cornell University.
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Celia Hirschman oversees a wide scope of music business. With 29 years experience behind her, she runs the marketing company she founded, Downtown Marketing. Ms. Hirschman also runs the UK based independent label, One Little Indian, in North America, overseeing the marketing for such artists as Bjork, The Twilight Singers, Pieta Brown, Lloyd Cole and others.In addition, Ms. Hirschman is a weekly commentator on Los Angeles NPR station KCRW, speaking on issues affecting the music business. Her show, “On The Beat” airs at 4:44 on Wednesdays, right in the middle of NPR’s, “All Things Considered”. “On The Beat” is podcast around the world, via KCRW, Itunes, and many other nationally known outlets. Ms. Hirschman also serves as guest host for KCRW’s half hour radio show, “The Politics of Culture” as well as a guest commentator on the National radio show, “Marketplace”, and XM’s “Musician’s Radio”.
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Jack Hollingsworth, Chief Creative Officer, JackHollingsworth.com
Stock photographer Jack Hollingsworth steers the helm of JackHollingsworth.com, a new breed of stock content provider with offices in Austin, TX and Chatham, MA. With production contacts in every corner of the world—from Beijing to Mexico City—Hollingsworth is one of a few American shooters set up to meet the growing market demand for world photography. His imagery, a fusion of lifestyle and ethnic photography, is represented by every major stock agency in the industry, including Corbis, Getty, Jupiter and Blend.
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John Horodyski, Account Manager, Work at Play
John Horodyski is an Account Manager with Work at Play, a leader in social gaming and virtual storefront / digital item management for the entertainment and knowledge management industries. He comes from the interactive entertainment industry, most recently from Electronic Arts working in production and project management. Specifically, he has managed some very large online launches including social networking web sites and console games within the EA SPORTS brand on a variety of platforms. John is an experienced project management professional having worked on several large global IT projects and has led, consulted or trained on product development, software delivery, marketing and branding projects at several organizations. He teaches a graduate online course at San Jose State University in Digital Asset Management and has been published and presented on metadata in video games at various conferences.
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Jeffrey Kalmikoff, Chief Creative Officer, skinnyCorp
Jeffrey is your average 29-year-old tattooed metal-head with an eye for design and nose for tomfoolery. The focus of his work as chief creative officer for the Chicago-based, community-business-centric skinnyCorp is design and strategy for their numerous community-based web projects. These projects range in scale from Threadless, a multi-million dollar tee shirt business and ongoing open-call for tee shirt design submissions which sells more than 100,000 tees per month and has over 850,000 registered users, to YayHooray, a just-for-fun design and technology community site with only a few thousand members.His work has been published numerous times, and he’s had the pleasure of speaking all over the world from MIT to the University of Copenhagen to CNN to NPR. You can check out his personal site at callmejeffrey.com
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Guy Kawasaki, Founding Partner, Garage Technology Ventures
Guy Kawasaki is a founding partner and entrepreneur-in-residence at Garage Technology Ventures. He is also the co-founder of Alltop.com, an “online magazine rack” of popular topics on the web. Previously, he was an Apple Fellow at Apple Computer, Inc. Guy is the author of eight books including The Art of the Start, Rules for Revolutionaries, How to Drive Your Competition Crazy, Selling the Dream, and The Macintosh Way. He has a BA from Stanford University and an MBA from UCLA as well as an honorary doctorate from Babson College.
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Maria Kessler, Vice President of Creative Business Affairs, Jupiterimages Corp.
Maria Kessler is the Vice President of Creative Business Affairs at Jupiterimages Corp., where she oversees the content production teams and image partner relationships. She started her professional career in licensing at the National Basketball Association where she was part of many business development opportunities and the team that launched NBA.com. Her image experience started with FPG International. She also worked at Digitas, an interactive agency, before coming back to the images industry.Ms. Kessler is a graduate of Syracuse University School of Visual and Performing Arts and she has a JD from St. John’s University School of Law. She is the current president of the Picture Archive Council of America.
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Tim Kring is creator and executive producer of “Heroes,” NBC’s Emmy nominated epic saga that chronicles the lives of ordinary people who discover they possess extraordinary abilities.Kring attended the master of fine arts program at the University of Southern California’s renowned film school and worked his way up in production as a grip, gaffer and on camera crews. He continued working in production until selling his first pitch for an episode of “Knight Rider” in 1985. Kring spent the next eleven years writing feature films, including the sequel “Teen Wolf II,” series pilots and television movies such as “Bay Coven” and “Falling for You.”
In 1996, Kring became a producer on the popular television series “Chicago Hope” and became the supervising producer on the series a year later. In 1998, he co-created the series “Strange World” and served as co-executive producer on the drama “L.A. Doctors.” Kring joined the staff of NBC’s “Providence” in 1999 as co-executive producer and signed an overall deal with NBC Studio. In 2001, Kring created the procedural drama “Crossing Jordan,” which ran for 6 seasons and over 100 episodes. |
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Richard Krueger, Co-Founder & CEO, Samepoint.com
Richard is Co-Founder and CEO of Samepoint.com, a social media data mining and analytics company focused on brand perception across the social web. The company operates samepoint.com, the leading conversational search engine that indexes more than 10-million conversations taking place across hundreds-of-thousands of social media sites, including Twitter, Digg, YouTube, blogs, etc., Mr. Krueger also serves as Managing Director of AboutFaceDigital, a social media agency headquartered in NYC. Author of popular social media marketing blog, WidgetADay, Mr. Krueger has served as founder, CMO, and part of the original management teams of companies that brought true innovation in the areas of broadband infrastructure, content syndication, social media, mobile entertainment, online gaming and local search.Prior to his entrepreneurial career, Mr. Krueger worked at several top ten advertising and public relations agencies in New York City, overseeing leading consumer technology accounts, such as RCA, Sony, Sharp and Nintendo.
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Mr. Landau brings over 15 years as a business strategist with new media and entertainment industry experience working with digital platforms, top-level recording companies and platinum recording artists. He is currently the principal of a company called Digital Media Integration, LLC., a consulting company that assists companies with their content licensing efforts with the major record labels, film studios, major networks, cable channels and major sports leagues. They provide access to top senior executives and entertainment brands while providing business development, strategic planning, monetization solutions and negotiation services.Mr. Landau was Vice President of Artist & Repertoire (A&R) executive with Island/DefJam Records, a division of the Universal Music Group. Prior to his role with Island/DefJam, Mr. Landau held various A&R executive and consulting positions with Warner Records and Atlantic Recordings. Throughout his career in the music industry, Mr. Landau has signed over 20 acts to recording, publishing and distribution deals and maintains strong relationships with many top-level entertainers, executives and Fortune 500 brands in the entertainment arena.
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Scott Lange, Senior Vice President of Strategic Business Development, Centra Marketing & Communications, LLC.
Scott Lange is presently Senior Vice President, Strategic Business Development at Centra Marketing & Communications, LLC. Centra is an integrated marketing service agency serving clients such as Bosch, E&J Gallo Winery, Pinnacle Foods, Martha Stewart Living Omnimedia, JetBlue and Volvo Cars of North America. Scott’s role at Centra is to spearhead the agency’s efforts in winning new accounts and expanding its capabilities.Prior to Centra, Scott served as VP, Sr. Account Director for Euro RSCG Impact on new business development and client account management. He won assignments from Charles Schwab, Chase Bank, The Economist Magazine and National Beverage Corporation. As an independent marketing consultant, Scott worked with clients such as Ford Motor, Tommy Fragrances/Estée Lauder, Kodak and The Gates Project for Central Park by Christo and Jeanne ClaudeTM a spectacular work of art for public viewing in February 2005.
Earlier in his career, Scott co-founded the first entertainment programming service targeting the college students, Campus Network, National College Television (NCTV). He began his career in the advertising agency business working on Pan Am, Dunlop Sports, US Shoe, Citibank, and Jeep. |
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Kevin Leversee, Founder & CEO, DesireMesh
Kevin Leversee is a passionate entrepreneur, lifelong student and Cluetrain Evangelist. From a telecommunication engineering root in the United States Army Signal Corp, to a career focusing on sales and marketing Kevin has always sought to understand communication flow. Prior to DesireMesh (Manila/San Francisco) he founded PandoraSquared (Sydney, Australia) and Zed Tycho (Sydney, Australia) a social software company. PandoraSquared at one time was voted No. 39 out of Australia’s Top Web 2.0 companies. He has worked as an Interactive Consultant for; TMP Worldwide in San Francisco, where he was in an infomercial for Monster.com – so somewhere in the world, late at night you’re going to be seeing Kevin wearing a BRIGHT ORANGE SWEATER telling people how Internet Technology is going to change their lives. Kevin accomplished eBusiness projects under budget and on time for $2 million in annual sales for Thomas Kinkade (then NSYE: MDA)Kevin has a son Parker, Kevin resides in Manila Philippines, cooks Mexican Food, struggles with Spanish, Tagalog and of course as a geek he reads avidly.
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Bruce Livingstone, CEO, iStockphoto
Bruce Livingstone is the chief executive officer of iStockphoto, which he founded in 1998 and where he introduced the $1 user-generated image and the concept of micropayment stock imagery. As Getty Images’ senior vice president of the consumer market, Livingstone leads the upcoming consumer offering, a brand new growth opportunity for the company. Getty Images was the first to recognize micropayment as the next evolution in the industry and acquired iStockphoto in February 2006.Livingstone is a former graphic designer and lifelong entrepreneur who has started several businesses including, Evolvs Media, a design firm; PaperThinWalls.com, an independent music website; and Webcore Labs, which offers professional Linux Web hosting. PaperThinWalls.com and Evolvs Media were purchased by Getty Images in 2007.
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Marc Lotenberg, Founder/CEO, 944 Media
Recently named as one of Inc. Magazine’s “America’s Coolest Entrepreneurs: 30 Under 30,” Marc Lotenberg founded 944 Media in 2001 at the age of 22 on eight credit cards with no outside funding or angel investors. Despite no real world career experience or knowledge of the publishing industry, Lotenberg took a degree in supply chain management and set out to create a magazine for the entertainment and nightlife scene in Phoenix, where he felt a strong resource was lacking for the young college crowd. Now, that vision has culminated into a multimillion-dollar lifestyle marketing company that calls seven of the country’s leading entertainment hubs home: Los Angeles, Las Vegas, Miami, San Diego, Phoenix, Orange County and San Francisco. The company is driven by the success of its brainchild, 944 Magazine — a cutting-edge fashion, lifestyle and entertainment-based magazine that has quickly become the must-read for the hip, 21-to-38-year-old audience.
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Aaron Lubin, Partner, Marlboro Road Gang Productions
Aaron Lubin has been working as Edward Burns’ producing partner at Marlboro Road Gang Productions for the past nine years, recently producing PURPLE VIOLETS written and directed by Burns and starring Selma Blair, Patrick Wilson, Debra Messing alongside Burns. That film gained notoriety when it became the first feature film to premiere exclusively on iTunes, in November of 2007.Lubin produced the ensemble comedy THE GROOMSMEN, which was released in 2006, starring Burns, Brittany Murphy, John Leguizamo, Jay Mohr, Matthew Lillard and Donal Logue, and written and directed by Burns.
Lubin and Burns also partnered with THINKfilm to distribute Burns’ digital feature LOOKING FOR KITTY starring Burns and David Krumhotlz which was shot on a miniscule budget of just more than $200 thousand. The film was released in 2006 to favorable reviews including “Two Thumbs Up” from Ebert and Roeper. Lubin also served as a producer on Burns’ films ASH WEDNESDAY starring Elijah Wood, Rosario Dawson, Oliver Platt and Burns, as well as SIDEWALKS OF NEW YORK, starring Brittany Murphy, Rosario Dawson, Heather Graham, David Krumhotlz, Stanley Tucci and Burns. Additionally, Lubin worked on the NBC television show THE FIGHTING FITZGERALDS starring Brian Dennehy, as well as several Saturn commercials, in producing capacities. Prior to Marlboro Road Gang, Lubin was a creative executive at Kopelson Entertainment, where he worked on such films as THE DEVIL’S ADVOCATE and US MARSHALS. Lubin is a graduate of The University of Wisconsin-Madison and Loyola Law School. He recently became a member of the Board of Advisors for www.scripped.com, a new website, which hosts a blog co-authored by Lubin and Burns. |
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Thaine Lyman, Vice President of Production Management, Activision Publishing
Thaine Lyman is Vice President of Production Management at Activision Publishing and has been responsible for overseeing production of videogames across a variety of genres and themes, most recently including Kung Fu Panda, James Bond: Quantum of Solace, and Call of Duty: World at War. Thaine has been at Activision for over 11 years, originally joining as an attorney. Prior to that, he served in the Business Affairs department at Capitol Records. Thaine holds a JD from the UCLA School of Law and BA from Grinnell College, and is a hardcore gamer and avid Chicago Cubs fan.
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Troy Marshall, Vice President of Rap Promotion, Interscope Records
Troy Marshall is currently the Vice President of Rap Promotion for Interscope Geffen and A&M Records (IGA).Prior to his arrival at IGA, Mr. Marshall served in the same capacity at the Universal Motown Records Group. Before Universal Motown, Mr. Marshall served at Warner Bros. Records in Los Angeles, where he helped develop artists. He held a ten year stint at MCA Records (before the company was absorbed into Geffen Records) from 1994 to 2004 in the promotion arena. Mr. Marshall’s began his career in the music business in 1994 at MCA as a music coordinator.
“The music industry continues to evolve and I’ve watched it transition from 12inch singles, cassettes and CDs, to social networks, digital downloads, MP3s and Ipods. Regardless of the mode in which we deliver music, it always comes back to having a great song, coupled with expert promotion, marketing and branding. I hope to continue with that philosophy as I continue down my career path.” |
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Rachel Masters, Vice President of Strategic Relationships, Ning, Inc.
Rachel Masters is Vice President of Strategic Relationships for Ning, Inc., social networking service with a twist – it empowers people to create their own social websites and social networks. Previously Rachel was the Associate Director of Strategic Relationship and Business Development at Warner Music Group. In this role, she launched new relationships with innovative digital media companies such as YouTube. Rachel also oversaw WMG’s investments in digital media companies including Emotive, a next-generation ring tone provider and advised Warner Music Group International on new companies and strategic relationships. Prior to Warner Music Group, she was an Associate at StarVest Partner, L.P. a New York-based venture capital fund whose portfolio companies include NetSuite and iCrossing. Rachel was also a television producer at Cablevision, Fox and MTV Networks. She holds a B.A. from Brandies University, where she was named a University Scholar and graduated cum laude and with High Honors. Rachel also received a MBA from New York University’s Stern School of Business. Outside of the office she likes to ski down fresh powder, see live music and travel.
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Phil Miano, National Director, Platform-A
Phil Miano is the National Director for Platform-A Mobile Advertising which includes the AOL mobile properties, Third Screen Media network, and mobile carriers Verizon Wireless and Virgin Mobile. In this role Phil leads a team of talented mobile specialists who teach brands how to be successful in their mobile advertising endeavors.Prior to joining Platform-A, Phil was the first mobile advertising specialist in the US for Microsoft where he had previously helped launch the sales efforts for adCenter, Microsoft’s paid search platform.
Phil has been involved with digital media since 1997. He has held senior sales positions with: Time Inc. New Media, The i-Turf Network, 360hiphop/Bet.com, and PRIMEDIA. Phil is a graduate of the University of Connecticut and the US Army’s, John F Kennedy Center for special warfare. |
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Oren Michels, Co-Founder & CEO, Mashery
Mashery’s co-founder and CEO has a record of success in a variety of executive positions spanning multiple industries. Oren co-founded and managed WiFinder, an international provider of directory services for public access wi-fi hotspots. He has served as president for two companies: Colt HR, a leading provider of mid-market benefits administration software and services; and Winebid.com, a leading online wine auction service. He also served as president and CEO of The Groundlings, a Hollywood-based entertainment production company, and has held COO positions at manufacturing companies. Prior to joining Mashery, Oren worked as vice president of business development at Feedster, where he managed the company’s activities in China and negotiated partnerships with AOL, Real Networks, and Mitsui.Oren began his career as a software designer for Hughes Aircraft. He holds a BS in Electrical Engineering from MIT and an MBA in finance and entrepreneurial studies from UCLA’s Anderson School.
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Jeffery Neu, Esq., Founding Member, J. C. Neu and Associates
Prior to becoming a lawyer, Mr. Neu has been involved in a wide range of leading companies and organizations, both technology and non-technology related. He was a founding member a development firm in Sydney, Australia focusing on Mobile Technology and Wireless Content Delivery. He also worked for the United Nations High Commissioner for Refugees in the Legal Protection unit, working with Asian Pacific Governments to lead and co-ordinate international action to protect refugees and resolve refugee problems.In 2004, Mr. Neu became a founding member of CharityHelp International, where he currently serves as Vice-President and is on the Board of Directors. CHI is a leading non-profit organization in use and deployment of technology in developing nations, fostering the growth and establishment of grass roots projects.
In 2007, Jeffrey Neu founded J. C. Neu and Associates, a law firm which specializes on the needs of technology companies and their related concerns including Intellectual Property, emerging technologies, and virtual exchanges. The firm works with companies of all sizes and shapes from basement start-ups to multinational corporations and Fortune 500 companies. |
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Craig Newmark, Founder, Craigslist
Craig is customer service rep and founder of craigslist.org. In 1995 while Craig was working at Schwab, he started craigslist as an email list for friends and co-workers about events going on in the San Francisco Bay Area. In 1999, Craig retired from IT consulting to work full-time on craigslist. What started as a fun side project in Craig’s living room has since grown into one of the busiest sites on the internet, helping people with basic day-to-day needs such as finding a job, an apartment, and a date, all within a culture of trust.
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Mr. Norlin is the CEO of Pixsy Corporation, the leading distributor of video and image search. Mr. Norlin has spent the last 15 years in the Internet and digital media industries. Prior to Pixsy, Mr. Norlin served as a senior executive at ValueClick (NASDAQ:VCLK) where he managed publisher distribution and emerging technologies for the ValueClick display ad network, paid search, and comparison shopping divisions.Prior to ValueClick, Mr. Norlin held the position of Senior Business Development Consultant to InfoSpace (NASDAQ:INSP) charged with publisher distribution and emerging applications for the paid search division. Previously, Mr. Norlin developed Sony’s first online photo sharing venture and founded the web’s first video sharing company ShareYourWorld. Mr. Norlin also served as an EIR at Boeing Ventures in launching Boeing’s (NYSE:BA) online photo and video licensing division.
Mr. Norlin has served on the advisory board of CampusPoint and currently serves on the advisory boards of AdBid Central, VideoThang, Platform264, PickupPal and Adgregate. He received his BA from UC Berkeley and MA from The University of Chicago and is a regular speaker on digital media, online advertising, and search. Recent speaking engagements include the Goldman Sachs 9th Annual Global Media Conference, Goldman Sachs 17th Annual Communacopia Conference, Bear Stearns Annual Media Conference, OMMA, NATPE, iMediaConnection, Monaco Media Forum, AlwaysOn, TheDeal, Gnomedex, PubCon, and Digital Hollywood. |
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Joe Oh, General Manager, Hub Strategy
Joe joined Hub Strategy near the end of 2005 with the goal of helping the growing agency achieve its full potential. As the General Manager, Joe is in charge of account management and brand strategy for all Hub clients as well as Hub internal operations.Before he joined Hub, Joe was the Account Director at Duncan Channon Advertising, where he oversaw most of the agency’s accounts including Hard Rock (Cafes, Hotels and Casinos), Heavenly Ski Resort, Konami Digital Entertainment, Eidos Interactive, Sega of America, Listen.com, Sammy Studios, Glu Mobile, Working Assets Long Distance, AltaVista and Sony Metreon.
Previous to this, Joe started his advertising career at two large multi-national advertising agencies: Lowe & Partners and Foote, Cone and Belding, both in San Francisco. At Lowe, Joe supervised the Eddie Bauer and Autoweb.com accounts and at FCB, Joe worked on a variety of accounts including Dockers, Goldwin Golf, Teledyne Water Pik, Keds Shoes and Armor All. Joe has a B.S. in Biology and Human Development from the University of California at Davis. He loves to ski, rock climb, travel and eat. A lot. |
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Ryan Okum, President, StreetWise
Okum, a recognized industry leader in social marketing, is responsible for overseeing marketing, strategic planning and overall business development for StreetWise. Okum is also responsible for managing bottom-line financial performance and pursuing growth opportunities. Okum joined the company in 2003, and has worked with a myriad of StreetWise’s leading brands, including Coca-Cola, Nokia, EB Games, Activision, Warner Brothers, Live Nation and FUEL TV. In his former role as vice-president interactive entertainment, Okum was responsible for leading the company’s video game division, which has an impressive roster of leading brands such as Activision, Atari, Capcom, Namco, NCsoft and Ubisoft.Prior to joining Streetwise, Okum was the co-founder of Shine.com, Inc., a leading venture funded technology company that assisted non-profit organizations with online fundraising and corporate clients with the automation of workplace giving systems. In 1999, he lead Shine.com through its’ acquisition by Charity Online, Inc. Okum grew up in Encino, CA and is a graduate of The Buckley School.
Okum attended the University of Southern California where he studied Marketing and Religion. |
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Tyler Olson is the owner / moderator of MicrostockGroup.com – the most active microstock focused forum on the web. Tyler got involved in microstock photography at the beginning of 2004, and after seeing the need for an unbiased central microstock community, started MicrostockGroup.com in January 2006. Tyler has a formal education in Photography, with a B.F.A. from the University of Saskatchewan and currently works as a full time microstock photographer in Norway.
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Ben Pashman, VP of Sales & Business Development, Gigya, Inc.
Ben has 15 years of media marketing experience, including 10 years focused on Internet advertising sales and business development. Positions include Sales and Product Management roles at Doubleclick, Advertising Director at Condenet and Director of Advertising Sales at Travelzoo where Ben helped the company go from $15M to $70M in advertising revenue in three years and saw the company through a successful IPO on NASDAQ.
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Rahul Pathak, CEO & Founder, LookStat
Rahul Pathak is the CEO & Founder of LookStat – a web platform for microstock contributors that allows them to track their earnings, analyze their performance and ultimately, automate their work flow. Before founding LookStat, he was the VP of Product Management at Judy’s Book, a user generated local reviews and savings site. Prior to working at Judy’s Book, Rahul was a co-founder at Quova and worked in private equity at Advent and was a strategy consultant at Monitor Company. He holds a degree in Computer Science & Engineering from MIT and currently resides in Seattle.
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Justin Ramers, Director of Social Media, The Active Network
Justin Ramers oversees social media initiatives for The Active Network’s family of online properties including Active.com, eteamz.com, CoolRunning.com, LaxPower.com and the SportsPower franchise. In addition, Ramers is responsible for leveraging social media to promote Active’s consumer products and online properties throughout the Internet.Prior to joining The Active Network, Ramers was the founder and President of Axia Golf Solutions which was acquired by The Active Network in March 2006. Axia published the widely popular website FreeGolfInfo.com which grew to the largest online community and social network for golf lovers.
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Sunil Rajaraman, President/CEO, Scripped Inc.
Sunil Rajaraman is the President and CEO of Scripped Inc. As CEO of the web-based screenwriting software company, Sunil guided the growth of the site to over 11,000 users. Prior to his role at Scripped, Sunil was a Senior Strategy Consultant at Navigant Consulting Inc., where he worked on the King Drew Medical Center project. Sunil is a 2008 graduate of the UCLA Anderson School of Management where he was the 2008 winner of the Young President’s Organization Scholarship, and Editor-in-Chief of the UCLA Anderson Exchange. Sunil graduated from Claremont McKenna College in 2001 with a degree in Economics and Accounting, where he was Class President and Captain of the NCAA 11th ranked Division III tennis team.
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Rasmus Rasmussen, Photographer & Writer, www.rasmusrasmussen.com
Portrait photograper, writer and image inspector with iStockphoto, Rasmus has been involved with microstock since 2000 and written an e-book about it, “The Microstock Photographer’s Guide”. Originally from Denmark, he now lives in Seattle with his wife and fellow photographer, Kelly Cline. Rasmus does not refer to himself as a professional microstock photographer, but claims to know what it takes to become one. He offers portfolio consultations, tips and ideas through his writing for Zoom In Online and on his personal blog, rasmusrasmussen.com.
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Melissa Reeder, Development Manager, Creative Commons
As the Development Manager, Melissa is responsible for managing all fundraising activities for Creative Commons organization-wide. Outside of Creative Commons, Melissa volunteers for First Exposures, a youth mentoring program, where she teaches black and white photography. Melissa holds an MA from the Rhode Island School of Design in Art and Design Education and a BFA in Studio Art / Photography from Texas State University. She has been active in photography for over 14 years.
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J.C. Ricks, CEO, Earful Music Publishing, J. Christian Entertainment
Jason Christian Ricks (aka J.C. Ricks) got his start in the music industry during the early 1990s doing street marketing with his colleague Brian Samson to form Blueprint Promotions. J.C.’s first record company job was with Steve Rifkind’s Loud Records where he was Head of Promotions (working with the Wu-Tang Clan and Twista). He would segue to Capitol Records, as Head of Street Marketing & Promotions. This was followed by Noo Trybe/Virgin Records, working with Hip-Hop luminaries the Luniz, DJ Premier, Gangstarr, Scarface, the Geto Boys, and more. During the mid-1900s, J.C. landed at Arista Records as Co-Head of Rap Promotions. J.C. would eventually go to work for L.A. Reid at a restructured LaFace Records, as Senior Director of Promotions–working with the label’s premier artists: Outkast, Toni Braxton, TLC, and Usher.In 2000, J.C. started his own indie promotion company, J. Christian Entertainment, and in 2006, launched Earful Music Publishing with business partner Airron McCoy. Together they work with a hungry group of young songwriters and producers out of Los Angeles’ Inglewood area called Woodworks. Comprised of brothers Daniel & Davion Farris, and Tiffany Gouche, Earful Music formed a non-exclusive venture with Warner Chappell Music Publishing, placing songs with Jaheim, Lloyd f/Ludacris, JOE, Missy Elliott, the Pussycat Dolls, and a host of others. Woodworks has collaborated with producers the Co-Stars, Ro & Sauce (Something for the People), the Stereotypes and Grammy winners Bryan Michael Cox and Raphael Saadiq.
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Danae Ringelmann, Founder & Chief of Finance & Customer Development, IndieGoGo
Danae Ringelmann is a founder of IndieGoGo, an online social marketplace connecting filmmakers and fans to make independent film happen. The platform provides filmmakers the tools for project funding, recruiting, and promotion, while enabling the audience to discover and connect directly with filmmakers and the causes they support.Danae founded IndieGoGo to democratize the film funding process, and often speaks on DIWO (Do-It-With-Others) Filmmaking. Recent speaking engagements include LA Film Festival, Producer’s Guild of America, Int’l Doc. Assn, Women in Film & TV, IFP Labs, and UC Berkeley.
Danae brings entertainment industry and film finance expertise. Prior to IndieGoGo, Danae was a securities analyst at Cowen & Co. where she covered entertainment companies including Pixar, Lions Gate, Disney, and Electronic Arts. Danae also focused on cable network, NFL, newspaper and hedge fund clientele while at JPMorgan’s Investment Bank and Private Bank. In the wake of 9/11, Danae co-produced a concert reading of Incident at Vichy, an Arthur Miller play addressing the politically charged topic of racial profiling. Danae is a CFA charterholder and holds an MBA from the Haas School of Business at UC Berkeley. Danae was also a Morehead Scholar and Varsity Rower at the University of North Carolina at Chapel Hill. |
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Andres Rodriguez, Photographer, www.andresr.com
Andres Rodriguez is a London based photographer specializing in shooting models. Meticulously researching his shoots has helped him become one of the world’s top selling microstock photographers.Andres is Colombian born but based in the UK. Educated at Oxford, he started his career as a web designer which led him to microstock. He started contributing in December 2004, turned pro in May 2006, and then quickly rose to the top of the contributor rankings.
Andres has a portfolio of over 12,000 images and sells more than 500,000 licenses per year. He finds his photos in use in books, brochures, online and on billboards all over the world and his clients include, Dell, Yahoo!, HP, Microsoft, IBM, Forbes, National Geographic among others. |
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Slava Rubin, Founder & Chief of Strategy and Marketing, IndieGoGo
Slava Rubin co-founded IndieGoGo to help independent filmmakers overcome their fundraising challenges. Focused on bringing Filmocracy to the people, Slava frequently speaks at conferences and writes on the disruptive technologies impacting the media industry; from finance to distribution. Recent speaking engagements include Sundance, SXSW, Slamdance, Silver Docs and Internet Week NY, IFP Filmmaker, Power to the Pixel, The Conversation, Making Media Now & >Play Conferences. Recent projects include producing the short, Wonder of Seasaws.Slava also serves as an Advisor to the IFP Film Market and Film Labs. Prior to IndieGoGo, Slava was a strategy consultant working on projects from start-up go-to-market strategies to corporate execution plans. He offers expertise in audience building, marketing, and DIWO (Do-It-With-Others). Beyond his passion for film, Slava started Music Against Myeloma, an annual charity event raising funds and awareness to fight this rare form of cancer.
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Iain Scholnick, Chief Executive Officer and President, ImageSpan Inc
A visionary and veteran of the Internet and wireless industries, Iain brings more than 18 years of technical and operations experience drive ImageSpan towards its mission of leading the market in automated digital content licensing and royalty settlement. Under Iain’s leadership, ImageSpan has filed multiple patents, secured significant funding in financing led by Bertelsmann Digital Media Investments and Alan Patricof and his venture fund, Greycroft Partners, and forged strategic partnerships with Adobe, Omnicom, and Bertelsmann. His experience in entrepreneurial settings and vertical markets includes his role at ERUCES, a data security company, where as VP, Business Solutions, he focused on deploying a high volume of data encryption and key management platform into the wireless, healthcare, finance, government and media industries. Previously, as CTO of Livemind, a wireless commerce and technology services company, Iain secured tier 1 venture capital through institutional investors. The architect of Livemind’s product platform, Iain scaled the company infrastructure and engineering operations to service global telecommunications clients. Previous to Livemind, Iain was a member of the ClickAction Company (NASDAQ: CLAC) executive team, building an Enterprise Marketing Automation platform.
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Craig Sherman, Chief Executive Officer, Gaia Online
During business hours, Craig Sherman lives in gaiaonline.com, the leading teen hangout on the web. Craig leads the company’s strategic planning, management, and technology development. Prior to joining Gaia Online, Craig served as Entrepreneur in Residence at Benchmark Capital. Craig was also COO of MyFamily.com (ancestry.com), where he helped grow the company from $23 million to $150 million in sales and transform it from an advertising-based site to a highly profitable consumer subscription business. Before this, Craig held senior positions at American International Group, where he ran all marketing and internet sites for AIG in Japan and Korea. Previous to AIG, Craig was CEO of Cendant Japan, a joint venture founded by Cendant and Mitsubishi Corporation. Craig currently holds director or advisor positions on the boards of Homestead, Myheritage, Netquote and Singlefeed. Previously, Craig also held board positions with Photobucket, prior to its sale to the Fox network, and Logoworks, prior to its sale to Hewlett Packard. Craig has a BA from Princeton University.
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Matthew Siegel, Co-CEO & Co-Founder, Indaba Music
Matt co-founded Indaba Music in 2007 to help artists take advantage of radical changes happening in technology and in the music industry. As Co-CEO Matt is responsible for overall vision and strategy, as well as the management of Indaba’s website and operations. Since early 2007 Indaba has grown into a community of over 100,000 musicians from over 175 countries around the world, and has attracted artists like Mariah Carey, The Roots, Yo-Yo Ma, and Third Eye Blind to the platform for innovative user generated content-based marketing campaigns. Prior to starting Indaba Matt worked as a management consultant with Katzenbach Partners, LLC in New York, and in 2003 he co-founded Harvard University’s student record label Veritas Records with future Indaba business partner Dan Zaccagnino. His greatest accomplishment came many years earlier when, as a child actor, he invented the Jell-O Jiggler lips.
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Andrew Snyder, VP, Ad Sales and Business Development, Associated Content
Andrew guides all revenue generation efforts at Associated Content including advertising and sponsorship sales, content syndication, and custom content and distribution partnerships. Prior to joining Associated Content, Andrew served as VP, Digital Media Advertising Sales at Discovery Networks, where he managed all aspects of the company’s US digital advertising sales and strategy, including online, mobile, broadband, and video on demand. During his tenure, Discovery Digital Media established new cross-platform marketing platforms, forged new relationships with brands including Amgen, Ford, GE, Merck, and Toyota, and acquired Petfinder.com, and Treehugger.com. Before Discovery Networks, Andrew was Director, Midwest & East Coast Sales for ESPN.com, with responsibility for driving online, mobile, fantasy game, and broadband sales. Andrew’s career in interactive media sales began in 1995 at Seattle-based Starwave. Andrew is a graduate of Whitman College and resides in Montclair, NJ.
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Brian Solis, Principle of FutureWorks, Blogger, PR 2.0, Author
Brian Solis is globally recognized for his views and insights on the convergence of PR, Traditional Media and Social Media. He contributes his thoughts and experiences through speaking appearances, books, articles and essays to help the marketing industry understand and embrace the evolving dynamics of new communications, marketing, and content creation.Solis is Principal of FutureWorks, an award-winning PR agency in Silicon Valley and San Francisco. He blogs at PR2.0, bub.blicio.us, TechCrunch, and BrandWeek.
With Geoff Livingston, Solis released “Now is Gone” an award-winning book that helps businesses learn how to embrace Social Media. His next book, “Putting the Public back in Public Relations,” with co-author Deirdre Breakenridge, will be released in Q1 2009. He has also written several ebooks on the subjects of Social Media, New PR, Customer Service, and Blogger Relations. PR 2.0, www.briansolis.com, is a top 2,500 Technorati blog and is ranked in the top third of Ad Age’s Power 150 index of leading marketing bloggers. |
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Reuben Steiger, CEO, Millions of Us
Reuben Steiger is the CEO of Millions of Us, a company dedicated to helping businesses understand and harness the power of virtual worlds and online communities.Prior to founding Millions of Us, Steiger was the Evangelist for Linden Lab, creators of the 3-D virtual world Second Life. In that role, he was responsible for business development efforts and bringing the first wave of corporations and commercial developers into Second Life.
Until 2002, he was Chief Development Officer at OVEN Digital, where he helped build that company into the world’s largest privately-owned Internet consultancy with 11 offices and 350 employees worldwide. Steiger holds a BA in English Literature from Brown University and lives in Marin County with his wife and two young children. |
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Jeff Straughn, SVP of Strategic Marketing, Island Def Jam Music Group
Jeff Straughn is the Senior Vice President, Strategic Marketing, Island Def Jam Music Group. While at IDJ, Mr. Straughn has been responsible for building year-long relationships with many consumer and auto and electronic brands where both partners feed off each others assets and develop fully integrated and sound partnerships. Mr. Straughn was also instrumental in creating and launching Tag Records with IDJ and Procter & Gamble.Straughn came to IDJ after nine years at Octagon Sports and Entertainment (a member of Interpublic group), where he was Vice President of Music & Entertainment. He began his career in advertising in 1989, as Assistant Account Executive at API Advertising (a subsidiary of Saatchi/Saatchi). In 1992, he moved to Bozell Advertising, where he was Senior Account Executive for three and a half years. He joined ADV Marketing in 1996, as Account Director. Mr. Straughn graduated from Bradley University in Illinois, with the Bachelor Of Science Degree in Advertising & Public Relations. He received his Associates degree in Communications from Keystone College in Pennsylvania.
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Philip J. Strina, Senior Vice President of Business Affairs, Inferno Entertainment
Philip J. Strina. Mr. Strina is an entertainment attorney who serves as the Senior Vice President of Business Affairs at Inferno Entertainment, a film production and sales company located in Los Angeles, California. Mr. Strina’s primary duties include negotiating and drafting rights, finance, sales agency, co-production, and talent agreements, and managing the company’s corporate affairs. Prior to joining Inferno, Mr. Strina worked as Counsel in the Business & Legal Affairs department at New Line Cinema where he was primarily responsible for New Line’s film acquisitions, co-productions, and negative pick-up transactions.
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Ian Swanson, Founder & CE, Sometrics
Ian Swanson is founder and CEO of Sometrics, the first analytics company to focus on social networking platforms. He and his team created a way to provide detailed analytics of millions of daily users of social platforms like Facebook, MySpace, Bebo and others. The Sometrics solution helps developers and advertisers better understand how people are using social media, so developers can monetize their applications and advertisers can more effectively reach their target audiences.Before launching Sometrics, Swanson was business development manager for Userplane, an AOL company that provides social media apps to hundreds of thousands of online communities, supporting millions of users daily. Swanson was instrumental in helping the company extend the reach of its hosted chat, IM and other communications apps, and in building the company’s ad network. Before Userplane, he was an executive with Sprint and helped launch two mobile web startups.
As a social media insider, Swanson has been invited to speak on many social media topics relating to platform apps, social marketing and performance-based analytics. Swanson actively advises several successful social networking applications, Fortune 500 companies and startups with their brand and marketing strategies within the social media ecosystem. Swanson earned his bachelor’s degree in economics from University of California, Santa Barbara. |
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Yuval Tal is CEO and founder of Payoneer, the online mass payout solution that pays directly to universally accepted Prepaid MasterCard® cards. He has over 20 years of experience in Internet commerce-related technology startups, with in-depth expertise in prepaid card applications, currency exchange and security technologies.Before founding Payoneer in the spring of 2005, Yuval co-founded E4X, a provider of services that expedite cross-border payments on the Internet. The company was one of the first in the industry to provide an efficient infrastructure for global e-commerce. He grew the company to over $500 million in processing volume and achieved profitability in record time by winning numerous blue-chip accounts. Yuval also served as vice president of business development for RADWARE (NASDAQ: RDWR) and in an elite combat unit of the Israel Defense Forces.
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Kelly Thompson, COO, iStockphoto
Thompson is the chief operating officer of iStockphoto, the world’s leading community-powered marketplace for stock photography, illustrations, and most recently, stock video clips. iStockphoto was one of the first online communities to actually make anyone money (in some cases, a whole lot of it), by monetizing contributor content. Image prices still start as low as $1.Thompson has helped grow the company from a small social network for a few thousand graphic designers with digital cameras, to the world’s busiest image market, which sold 18.25 million royalty-free stock images and videos in 2007. He led the marketing strategy behind iStock’s expansion into member-contributed video clips for as little as $15.
Thompson holds a computer science degree from the University of Calgary. Prior to iStockphoto he was senior brand manager at the enterprise search company Verity, Inc. |
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Michael Tippett, Founder & Chief Marketing Officer, NowPublic
A successful entrepreneur for almost two decades, Tippett is recognized an as international expert on emerging news models. In 2005, Tippett co-founded NowPublic. The company has been named one of the top five most useful new sites on the web by The Guardian and Time magazine named it one of the Top 50 Websites for 2007.In 1995, Tippett founded the WebPool Syndicate, one of Canada’s first Internet companies. After the success of the WebPool venture, Tippett travelled to the United States and worked for some of the largest web companies in North America, including TheGlobe.com and Register.com.Outside of his role at NowPublic, Tippett is a member of the University of British Columbia’s School of Journalism Advisory Board and is also a board member of CABINET, a Vancouver-based arts organization.Tippett graduated from Queen’s University with a degree in Philosophy.
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Lee Torrens, Author, Microstock Diaries
Lee Torrens is the author of Microstock Diaries where he blogs about his experiences as a microstock photographer and reports on the microstock market. He started the blog in early 2007 to share what he was learning about the industry and it has since grown into an entrepreneurial venture and a passion for Lee. Milking this wild ride for all he can, Lee has taken opportunities to present at conferences and mingle with some of the world’s top stock photographers and industry notables. Until he can sell enough of his own stock photos to earn a living, he’s not unhappy writing about those who do so instead.
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Laurel Touby, Founder & Cyberhostess, mediabistro.com
The original idea for mediabistro.com was cooked up in 1994, when Laurel-then a freelance business writer and Glamour magazine contributor-and a friend decided to host a mixer for media people. About 20 editors, writers, and other content creators came to that original cocktail party at Jules Bistro in the East Village. Attendees bought their own drinks and enjoyed casual after-work bonding in the company of like-minded people. The parties quickly grew, and soon Laurel had 4,000 of New York’s top media talent on her email list. After creating a website in 1996 and adding features such as job listings, bulletin boards, classes, e-classes, media and a freelance marketplace, Touby’s business began to take off. Today, the site also includes news, events and “learn” emails, as well as media industry blogs. More than 850,000 media professionals have registered for various mediabistro.com services around the world.Laurel started her career at Young & Rubicam/NY in the media planning department. She left Y&R to become an editorial assistant at Working Woman, moved on to Business Week as a staff editor, and in 1993 began editing and writing a column on workplace issues for Glamour. She has covered everything from travel to business to breast cancer for a variety of publications, including New York, Travel + Leisure, Self, Redbook, McCall’s, Family Circle, Good Housekeeping, Working Mother, and the New York Daily News. Born in Oahu, Hawaii, Laurel grew up in Miami (before South Beach existed) and graduated from Smith College with a degree in economics.
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Cydney Tune, Counsel, Pillsbury
Ms. Tune is Counsel at Pillsbury’s San Francisco office, and leads the firm’s Copyrights practice and Media & Entertainment industry teams. Her practice includes a wide variety of intellectual property issues, including copyrights and trademarks, as well as a broad array of entertainment, licensing and E-Commerce matters. Ms. Tune represents a variety of clients in connection with music, video, multi-media and other entertainment projects and has extensive experience enforcing rights in entertainment-related intellectual property. Most recently, Ms. Tune was named one of 2008′s Top 10 Copyright Lawyers in California by The Daily Journal.
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Rod Underhill, Co-Founder, mp3.com
Rod Underhill made his initial splash in the technology sector when he co-founded MP3.com, an Internet business that became worth more than six billion dollars. He is the author of “The Complete Idiot’s Guide to Making Millions on the Internet” and other technology books. In 2008 he received a Webby Award, honoring his work in mobile technology relating to Podlinez.com. Attorney, law professor and technologist, Professor Underhill serves as an advisor to technology start ups.He works with software companies and web based businesses as well as providing pro-bono advisory services to noted cancer research scientists and medical research driven universities. His help spans venture capital expertise to technology development as well as legal issues and business modeling and has two significant patents pending before the US Patent Office. Recently, the New York Times praised his Podlinez.com project by making it a “Tech Tip of the Week.” Underhill is currently assisting several new start ups to reach their goals. He has appeared on the Geraldo Show and NPR and was profiled in Rolling Stone Magazine.
Rod has served as an adjunct professor of law at Thomas Jefferson School of Law, San Diego, where he has taught technology/internet law and music law. He resides in the remote mountain village of Julian, California with his wife and two children. |
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Christina Vaughan, Founder and Chief Executive Officer, Image Source
Image Source is world’s leading independent producer of high end royalty free stock photography with offices in London, New York and Cologne. Image Source has an exceptional reputation in working with professional photographers to deliver outstanding creative and commercial excellence.Image Source employs over 70 people across its three offices as well as a large team of freelance photographers, producers and stylists worldwide, organising photo shoots in places as wide apart as CapeTown, Tokyo, Shanghai, Bangkok, Buenos Aires, Miami and New York.
During her career, Christina has worked in several sectors of the stock photography industry, in senior creative and business development roles in the United States, Germany and France as well as in the UK. She has won several awards for entrepreneurial ship, innovation and service to industry. Christina graduated from the University of London with a BA Honours in European Studies. She speaks French and Spanish and her interests include foreign culture and travel, sports and the outdoors as well as good food and good friends. Image Source holds the Queens Award for International Enterprise, has been shortlisted by The Sunday Times Best Employers 2008 as One to Watch and is in The Guardian’s 2008 Book of Top Employers. |
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Matt Warburton, Ex Director of Community Management, Yahoo!
Matt is the Ex Director of Community Management for Yahoo. As the Director of Community Management, Matt developed and executed the Community strategy for products such as Groups, Messenger, Profiles, and Mail. Matt’s team was responsible for community input/advisory panels, product blogs, community events, and engagement programs. Prior to joining Yahoo!, Matt spent 8 years working for eBay. While at eBay, Matt managed several components of eBay’s Community Management team, including input programs, events, and forums.
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Andrew Warner, Founder, Mixergy.com
Andrew Warner is an ambitious internet entrepreneur. In 1998 he used credit card debt to launch Bradford & Reed, an online greeting card company which reached annual revenues of over $38 million. After selling the company in 2003, he launched Mixergy.com, where ambitious startups learn from experienced entrepreneurs.
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Brooke Wentz, Founder, The Rights Workshop
Brooke Wentz is a seasoned intellectual property rights executive who founded The Rights Workshop, a consulting and mediation business, in 2002. Author of Hey, That’s My Music! Music Supervision, Licensing and Content Acquisition (Hal Leonard, 2007), Wentz brings twenty-five years of experience in music licensing and publishing, record production and performing rights organization administration to clients of The Rights Workshop.Prior to founding The Rights Workshop, Ms. Wentz spent six years as Music Director for ESPN, the largest US cable network, administering legal policy and overseeing all music rights including music for the X Games, World Cup and Sports Century telecasts. She initiated the company’s publishing efforts, spearheading relationships with foreign sub-publishers and was responsible for original scores, commercial music clearance, and production music libraries. Ms. Wentz exercised options for all 50 Greatest Athletes programs that continued for two years after the Millennium. Earlier in her career Wentz worked for Arista Records and the Reich Music Foundation.
An accomplished producer, Ms. Wentz has released over 25 critically-acclaimed recordings. She received recognition from Hillary Clinton for Global Divas, an album produced for the 1996 Third World Conference on Women held in Beijing. Ms. Wentz won a Billboard Award for Global Meditation, a 4CD box set of international music. Ms. Wentz is a frequent guest speaker and educator on content acquisition, digital rights and the future of media. She has been hired as an expert witness for copyright infringement cases and is a TASA-registered expert witness. Ms. Wentz has served on the faculty of San Francisco State University and Baruch College, and currently teaches the Business of Music at Pyramind: The Institute for Digital Audio Training. She is an active governor on the NARAS board. Ms. Wentz holds a B.A. magna cum laude from Barnard College and a MBA from Columbia University. |
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James West, Co-Founder & CEO, Alamy
James West, 35, is the co-founder and CEO of Alamy, the world’s largest online stock photography library. He started the business in 1999, pioneering the concept of establishing an unedited collection of images and returning the majority share of each sale to the photographer.Alamy has grown rapidly to build the largest and most comprehensive collection of commercial photography on the web with more than 14 million images from thousands of photographers and hundreds of agencies worldwide.
James, a graduate of Edinburgh University, UK, is a keen diver and sailor who also pursues interests in climate change and other projects. Alamy provides around $1.5 million a year to a number of medical research projects and operates a programme to reduce its impact on the environment. |
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Rebekah Wu, Founder, Right-Hand Partners
Rebekah Wu founded Right-Hand Partners based on her own experiences as an entrepreneur seeking start-up capital. During those years, she attended and presented at venture conferences, built out a team, developed the products, and hired consultants. Even after spending thousands of dollars and hours, she was often unsatisfied with the results for her money and time. She found very few providers that produced deliverables that proved they could see through the eyes of the entrepreneur and the venture capitalist.Therefore, Rebekah decided to be THE “solution” for entrepreneurs… someone that could be counted upon as a “right-hand partner”: to often make the first move on behalf of her clients, to facilitate critical introductions, and to catalyze business transactions that will catapult them to the next level. Right-Hand Partners has done just that, working selectively with cutting-edge startup companies and leading venture capital and angel groups throughout the SF Bay Area.
Since founding RHP in 2001, Rebekah has coached 28 companies raise over $160M of venture capital. 6 of those companies have been acquired. She has produced hundreds of events bringing together active VCs and quality entrepreneurs. Rebekah was not only an experienced Founder of a software startup, but she was previously the E-Commerce Strategy Mgr. at Fireman’s Fund Insurance Company, and a Regional Mgr. of Internet Solutions at AT&T. Rebekah’s #1 passion is singing sacred early music (music from the renaissance and baroque period) and is currently the soprano soloist at St. Francis Lutheran in San Francisco. |
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Peter Yared, Founder & CEO, iWidgets
Peter Yared is the Founder & CEO at iWidgets, and has 15 years of experience helping companies to adapt new technology platforms. Peter was most recently the Founder and CEO at ActiveGrid, a commercial open source company delivering the LAMP stack to the enterprise. Previously, he was CTO of Sun Microsystems’ Liberty Network Identity initiative. Peter was also CTO of Sun Microsystems’ Application Server Division. Before its acquisition by Sun, Peter served as CTO of NetDynamics, which pioneered the then-leading J2EE application server. Earlier, he was Founder and CEO of JRad Technologies, an enterprise Java company acquired by NetDynamics. Peter holds a BS in Computer Science from the University of Maryland.
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Dave Yovanno, CEO, Gigya, Inc.
As chief executive officer, David is responsible for Gigya’s overall business strategy and day-to-day operations. Most recently, David served as chief operating officer of U.S. media for ValueClick, Inc., one of the industry’s largest and most diversified online advertising networks. Over more than eight years of building ValueClick’s media businesses, David held a number of positions; including, general manager, executive vice president of sales and marketing and vice president of sales. Prior to ValueClick, David served as a lieutenant and chief information officer in the United States Navy for a naval hospital in the Pacific Northwest. He also held project management roles in the corporate information technology division of St. Joseph Health System in Southern California. David has served on the board of directors for the Interactive Advertising Bureau (IAB), and holds both bachelor’s and master’s degrees from The George Washington University, Washington, D.C.
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Daniel Zaccagnino, Co-CEO & Co-Founder, Indaba Music
Dan co-founded Indaba Music in 2007 to help artists take advantage of radical changes happening in technology and in the music industry. As Co-CEO, Dan is responsible for overall vision and strategy, as well as the management of Indaba’s website and operations. Since early 2007 Indaba has grown into a community of over 100,000 musicians from over 175 countries around the world, and has attracted artists like Mariah Carey, The Roots, Yo-Yo Ma, and Third Eye Blind to the platform for innovative user generated content-based marketing campaigns. Dan has been a recording and performing musician since his childhood and has worked at major record labels. He is a member of the Steering Committee for Education Through Music, a NY-based non-profit that offers music education to disadvantaged schools in order to enhance students’ academic performance and general development, and is also a member of the Recording Academy. In 2003 he co-founded Harvard University’s student record label Veritas Records with future Indaba business partner Matt Siegel.
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Entire Offer Letter For Carol Bartz New CEO of Yahoo January 15, 2009
Posted by John in social media.Tags: Carol Bartz, CEO Offer Letter, yahoo
1 comment so far
I would have taken the job for $500k and 2.5 million shares. Well their email must have hit my spam folder. 
Here is her offer: I wish her the best of success. I’ve been a big Yahoo fan and hope they can turn that ship around toward calmer waters.
January 13, 2009
Carol Bartz
701 First Avenue
Sunnyvale, CA 94089
701 First Avenue
Sunnyvale, CA 94089
Dear Carol:
On behalf of Yahoo! Inc. (the “Company”), I am pleased to offer you the position of Chief Executive Officer of the Company, reporting to the Company’s Board of Directors (the “Board”), with the authority and duties set forth in the Company’s By-laws. You will be appointed to the Board upon your commencement of employment and, subject to legal limitations, the Board will nominate you for reelection to the Board on an ongoing basis during the Term (as defined below) when your then term as a director expires. For purposes of this letter agreement (this “Agreement”), your first day of work at the Company, which shall be January 13, 2009, will be considered your “Employment Start Date”. Your employment with the Company will be subject to the terms of this Agreement for the period ending December 31, 2012 (the period commencing on your Employment Start Date and ending December 31, 2012, the “Term”) unless extended by the mutual written agreement of the Company and you or terminated earlier as provided herein. Notwithstanding the foregoing, certain provisions of this Agreement, as provided herein or implied by their terms (including but not limited to the Proprietary Agreement (as defined below)), will survive any termination of the Term or your employment. Certain terms used herein are defined in Appendix A hereto.
1. Compensation. Your starting annual base salary will be at the rate of one million dollars ($1,000,000) per annum, less applicable taxes and withholdings, paid in accordance with the Company’s normal payroll practices and subject to annual review for increase (“Base Salary”). You will also be eligible to receive an annual target bonus of two hundred percent (200%) of your annual Base Salary (“Target Bonus”) to be determined by the Compensation Committee of the Board (the “Compensation Committee”) in its discretion based on your performance and the Company’s performance for the relevant year. The bonus program will have a maximum bonus of two (2) times the annual Target Bonus. To the extent that the Company adopts a bonus program subject to Code Section 162(m), your bonus will be part of that program. Any bonus payment will be subject to applicable taxes and withholdings. To qualify for the bonus, you must remain continuously employed with the Company through the date that any bonus is approved by the Compensation Committee, subject to the provisions of this Agreement and the program. Bonuses, except as otherwise provided in any bonus or other plan adopted by the Compensation Committee, will be paid in the calendar year next following the fiscal year for which it is earned.
2. Inducement Stock Option Grant. As a part of the Company team, we strongly believe that ownership of the Company by our employees is an important factor to our success. Therefore, as part of your compensation, the Compensation Committee will grant you at its next scheduled meeting at which equity grants are to be made (currently scheduled for January 30, 2009) (the “Grant Meeting”) an option to purchase five million (5,000,000) shares of the Company’s common stock (the “Inducement Option”). The per share exercise price for the
Inducement Option will be the fair market value of a share of the Company’s common stock on the date of grant as determined by the Compensation Committee. The Inducement Option will be issued under, and be subject to, the terms and conditions of the Company’s 1995 Stock Plan, as amended (the “Plan”), and, to the extent not inconsistent herewith, the applicable notice of stock option grant and stock option agreement (including the price and share number adjustments therein). Vesting of the Inducement Option is contingent on your continued employment with the Company through each vesting date. The Inducement Option shall be exercisable for seven (7) years from the date of grant, subject to earlier termination as provided herein, in the Plan and the applicable notice of stock option grant and stock option agreement.
Except as otherwise provided herein, the shares subject to the Inducement Option will vest based on the attainment of average closing prices for the Company’s common stock as reported on the NASDAQ Global Select Market, or, if the Company’s common stock is no longer traded on the NASDAQ Global Select Market, the principal market on which the Company’s common stock is traded (the “Market”) for twenty (20) consecutive trading days after the Grant Meeting and prior to January 1, 2013 (or, if a Change in Control occurs prior to January 1, 2013, the price of the Company’s common stock on the Market immediately preceding the closing of the Change in Control (the “Change In Control Price”), even if such price is not maintained for twenty (20) consecutive trading days) (in either case, the “Average Price”) as follows: (i) one third (1/3) (equal to 1,666,667 shares) if the Average Price is equal to or greater than one hundred and fifty percent (150%) of the exercise price; (ii) an additional one sixth (1/6) (equal to 833,333 shares) if the Average Price is equal to or greater than one hundred and seventy-five percent (175%) of the exercise price; (iii) an additional one sixth (1/6) (equal to 833,334 shares) if the Average Price is equal to or greater than two hundred percent (200%) of the exercise price; (iv) an additional one twelfth (1/12) (equal to 416,666 shares) if the Average Price is equal to or greater than two hundred and twenty-five percent (225%) of the exercise price; (v) an additional one twelfth (1/12) (equal to 416,666 shares) if the Average Price is equal to or greater than two hundred and fifty percent (250%) of the exercise price; and (vi) an additional one sixth (1/6) (equal to 833,334 shares) if the Average Price is equal to or greater than three hundred percent (300%) of the exercise price (each such target price level shall be referred to as a “Vesting Level”). Furthermore, if: (i) an Open In Contemplation Event exists on December 31, 2012 as a result of a CIC Agreement entered into while you were employed by the Company; (ii) the related Change in Control contemplated by the CIC Agreement closes on or after January 1, 2013; and (iii) you are employed by the Company on the date of such closing or you were terminated by the Company without Cause or for Disability, you terminate for Good Reason or your employment is terminated as a result of your death between the signing of the CIC Agreement and closing of such related Change in Control, a special measurement of the Average Price shall be made based on the price of the Company’s common stock on the Market immediately preceding the closing of the Change in Control contemplated by the CIC Agreement, and, if an additional Vesting Level is attained, an additional portion of the Inducement Option shall vest at such time. If your employment terminates for any reason other than as specified above before the closing of the related Change in Control, or, if the obligation to close the Change in Control under the CIC Agreement terminates, the special measurement will not apply. Furthermore, the special measurement will be the only vesting measurement of the Inducement Option on or after January 1, 2013. Each Vesting Level will be equitably adjusted by the Compensation Committee at the same time as adjustments are made in
accordance with Section 16 of the Plan with regard to “Adjustments Upon Change in Capitalization, Corporate Transactions” in a manner similar to and subject to the same requirements as the exercise price under Section 16 of the Plan. Vesting shall occur only one time at each applicable Vesting Level.
The stock option grant agreement and notice of stock option grant will be substantially in the forms currently used under the Plan and filed with the Securities and Exchange Commission, as modified for the provisions hereof. Shares received upon the exercise of the Inducement Option must be held until January 1, 2013, except in the event of your earlier death or at or after a Change in Control.
3. Make-Up Grant. As a result of the forfeiture of equity grants and post-employment medical coverage at your current employer, the Compensation Committee will grant you at the Grant Meeting makeup equity (the “Make-Up Equity Grant”) and cash (“Make-Up Cash”) with an aggregate grant date value equal to ten million dollars ($10 million), payable twenty-five percent (25%) in cash and seventy-five percent (75%) in restricted stock measured based on the closing price of the Company’s common stock as of the grant date. The Make-Up Equity Grant will vest, and the Make-Up Cash will vest and be settled, in equal and proportionate quarterly installments during 2009 (with the final vesting on December 26, 2009) with payment of the cash within three (3) days of vesting.
The Make-Up Equity Grant and Make-Up Cash shall be subject to clawback (based on the closing price of the Company’s common stock at the time of vesting with respect to the Make-Up Equity Grant) if you are terminated by the Company for Cause or you terminate without Good Reason as follows: (i) one hundred percent (100%) if such termination occurs during 2009; (ii) seventy-five percent (75%) if such termination occurs during 2010; (iii) fifty percent (50%) if such termination occurs during 2011; and (iv) twenty-five percent (25%) if such termination occurs during 2012. Notwithstanding the foregoing, the clawback will only apply to the net after tax amount received by you (based on the full amount received by you, reduced by the shares and cash utilized to cover withholding or otherwise used by you to pay federal, state and local income tax obligations), except that in the first year of employment it shall include all amounts. In all other cases, there shall be no clawback.
The Make-Up Equity Grant restricted stock will be entitled to any dividends paid, provided that any cash dividends and any dividends of property payable with regard to unvested restricted stock shall remain forfeitable on the same basis as the restricted stock, and cash dividends will be paid out immediately following vesting. The Make-Up Equity Grant will be adjusted by the Compensation Committee at the same time as adjustments are made in accordance with Section 16 of the Plan with regard to “Adjustments Upon Change in Capitalization, Corporate Transactions” in a manner similar to and subject to the same requirements under Section 16 of the Plan. The Make-Up Equity Grant will be substantially in the form currently used by the Company and filed with the Securities and Exchange Commission for restricted stock grants, as modified for the provisions hereof.
4. Annual Grants. You shall be granted annual equity grants, with due regard for your position, at such time as grants are generally made to other senior executives of the Company, the amount and term of such grants being in the sole discretion of the Compensation Committee.
It is currently contemplated that the 2009 grants will be made in February 2009 and the Company will recommend a grant to you at that time of a grant date value of approximately eight million dollars ($8 million) based on the methodology utilized by the Company to value grants. Such annual grants shall be subject to the same terms and conditions as the standard awards generally granted to other senior executives, except as otherwise provided herein, and made when awards are generally made to other senior executives.
5. Benefits.
(a) Benefits. You will be eligible to participate in the benefit package available to senior Company executives upon satisfying eligibility conditions, including health insurance benefits (medical, dental and vision), life insurance, short term and long term disability, the Employee Stock Purchase Plan, 401(k) Plan, and Flexible Spending Plan (Healthcare Reimbursement Account and/or Dependent Care Reimbursement Account). Please refer to benefit plan documents for eligibility. Of course, the Company may change its benefits at any time. You will also be entitled to Post-Employment Health Coverage.
The Company will reimburse you for reasonable business expenses incurred in connection with your employment, upon presentation of appropriate documentation, in accordance with the Company’s expense reimbursement policies and you will be eligible to participate in the travel policy established by the Company generally for its senior management. The Company will also pay your legal, financial and other advisory fees incurred in connection with negotiating this Agreement up to a maximum of one hundred and fifty thousand dollars ($150,000) (based on your attorneys’ and advisors’ normal time charges).
(b) Paid Time Off. You will be entitled to four (4) weeks of vacation per year in accordance with the Company’s vacation policy, including as to usage, carryover and payment for unused vacation. In addition, the Company currently provides eligible employees with ten (10) paid holidays and two (2) personal floating holidays each year.
6. Termination of Employment. If your employment under this Agreement terminates, the provisions below will apply.
The Company may terminate your employment with or without Cause or for Disability. You may terminate your employment with or without Good Reason. Your employment will terminate upon your death, and your employment under the terms of this Agreement will terminate on December 31, 2012 (“Expiration”), unless you and the Company agree otherwise in writing or a Limited Automatic Extension occurs (in which case your employment under the terms of this Agreement will automatically terminate on the Extended Expiration Date, unless you and the Company agree otherwise in writing). Any continuation of employment after Expiration shall not be subject to the terms of this Agreement other than the provisions for Post-Employment Health Coverage, Section 6 (as specifically provided herein) and Sections 8 through 16 hereof, except to the extent otherwise agreed in writing. You shall, on a termination of employment, have the right to receive the termination benefits set forth below and continuation of your rights to indemnification and director’s and officer’s liability insurance with regard to your prior service with the Company, but no other rights to receive any amounts from
the Company or its affiliates. Termination of employment at or after Expiration shall not be treated as a termination without Cause or a termination for Good Reason, except to the extent specifically provided in this Section 6. Any equity grants made after Expiration shall not be subject to the provisions of this Agreement, provided that equity grants made prior to Expiration shall continue to be subject to the terms hereof.
Receipt on termination of employment (whether before or after Expiration) of any amounts, benefits or additional vesting or extended exercise periods (other than under equity awards granted after Expiration) beyond the Accrued Amounts and amounts, benefits, additional vesting or extended exercise periods which otherwise would be received on a termination by you without Good Reason (the “Standard Benefits”) shall require you to execute and deliver to the Company (with the period to revoke expiring without your revocation) within sixty (60) days of such termination a release in the form annexed hereto as Exhibit A (with such changes therein as reasonably requested by the Company to protect the enforceability of the release and the intent thereof) (the “Release”) and compliance with the last sentence of this paragraph. No amounts other than the Accrued Amounts and the Standard Benefits shall be paid prior to the effectiveness of the Release and no amounts that are “nonqualified deferred compensation” within the meaning of Section 409A shall be paid prior to the sixtieth (60th) day following termination of employment, except as provided below. To the extent due on or prior to such sixtieth (60th) day, such amounts shall be paid on the sixtieth (60th) day, provided that the Make-Up Cash shall be paid, to the extent not previously vested and paid, on the first business day after the effectiveness of the Release. Upon any termination of employment, you shall promptly resign from the Board and all officerships, directorships or fiduciary positions with the Company and its affiliates.
Notwithstanding anything else herein, the timing of distributions of any “nonqualified deferred compensation” (within the meaning of Section 409A) that is part of the annual grants shall be set by the Compensation Committee at the time of the annual grants as part of the grant, and the provisions herein with regard to having the benefit of more favorable provisions of similar standard grants generally made to other senior executives or under the Change of Control Severance Plan or similar plan generally for senior executives shall not apply to equity awards that constitute “nonqualified deferred compensation” (within the meaning of Section 409A) to the extent necessary to avoid adverse taxation under Section 409A.
You shall receive the following amounts on a termination of employment prior to Expiration or, if applicable, at or prior to the Extended Expiration Date:
(a) Death, Disability, Termination Without Cause or Good Reason Termination.
(i) Accrued Amounts.
(ii) Pro Rata Bonus.
(iii) The Make-Up Equity Grant and Make-Up Cash shall fully vest and cease to be subject to clawback and the Make-Up Cash shall be paid, to the extent not previously vested and paid on the first business day after the effectiveness of a Release.
(iv) Pro Rata Treatment of the Inducement Option.
(v) Any equity grants made during the Term (other than the Make-Up Equity Grant and the Inducement Option) will be treated in accordance with their terms and as follows: (A) any vested options shall be exercisable during the applicable Exercise Period; and (B) any grants with time-based vesting criteria shall vest as provided in the applicable grant but at a minimum, pro rata (based on the relative number of months you were employed by the Company during the vesting measurement period to the number of months in the vesting measurement period) with any applicable performance-based vesting criteria for any open periods being established in the equity grant by the Compensation Committee as either remaining open until actual results are determined or paid at target, provided that with regard to the 2009 annual grant you shall be treated as having an additional twelve (12) months of employment in calculating the pro rata amount. Other than with regard to the Inducement Option and the Make-Up Equity Grant, if the standard grants generally made to other senior executives issued at the same time and of the same type as grants made to you during the Term contain terms that are more favorable to you, you will also have the benefit of any such more favorable terms for the related grant. If an award generally requires employment through a period to be received, the vesting measurement period shall be that employment period even if all or a portion of the award is measured over a shorter performance period.
(vi) Post-Employment Health Coverage.
(b) Additional Severance on Termination Without Cause or Good Reason Termination.
(i) If your employment is terminated by the Company without Cause or by you for Good Reason during the Term and (ii) and (iii) below do not apply, then in addition to the payment, benefits and treatment under Section 6(a) above, you shall receive an amount equal to your Base Salary and your Target Bonus, which amounts shall be paid in a lump sum on the sixtieth (60th) day after termination of employment.
(ii) If your employment is terminated by the Company without Cause or by you for Good Reason upon or within two (2) years after a Change in Control that occurs during the Term (whether such termination occurs before or after Expiration) and (iii) below does not apply, then in addition to the payment, benefits and treatment under Section 6(a) above, you shall receive: (A) an amount equal to two (2) times the sum of your then Base Salary and Target Bonus, which shall be paid in a lump sum on the sixtieth (60th) day following termination; and (B) in lieu of Section 6(a)(v) above with regard to vesting treatment of the 2009 grants, full vesting of the 2009 annual grants with, for any 2009 annual grant with performance vesting, performance vesting based on actual performance vesting for any closed periods and target levels for any open periods.
(iii) If after the execution of a CIC Agreement and prior to the earlier of termination of the obligations to close under such CIC Agreement or the two (2) year period after consummation of the related Change in Control contemplated by the CIC Agreement, your employment is terminated by the Company without Cause or by you for Good Reason, whether during the Term or thereafter, you shall receive: (A) if the Change in Control has occurred prior
to termination, the payment, benefits and treatment under Sections 6(a) and 6(b)(ii) above; and (B) if the Change in Control has not occurred prior to termination, the payment, benefits and treatment under Sections 6(a) and 6(b)(i) above upon termination of employment, and, if the related Change in Control contemplated by the CIC Agreement is consummated prior to termination of the obligations to close under the related CIC Agreement, you shall, in addition, receive the payment, benefits and treatment pursuant to Section 6(b)(ii) above, less the payment, benefits and treatment, as the case may be, under Section 6(b)(i) upon such Change in Control.
(iv) Other than with regard to the Inducement Option and the Make-Up Equity Grant, if the standard grants generally made to other senior executives issued at the same time and of the same type as grants made to you during the Term contain terms that are more favorable to you, you will also have the benefit of any such more favorable terms for the related grant.
(v) The right to exercise any vested options granted during the Term, including the Inducement Option, during the applicable Exercise Period.
(c) Termination for Cause or Without Good Reason.
(i) Accrued Amounts.
(ii) Post-Employment Health Coverage.
(d) Termination of Employment At or After Expiration Other Than By the Company for Cause.
(i) Accrued Amounts.
(ii) For any equity grants made during the Term (other than the Inducement Option and the Make-Up Equity Grant), vesting as provided in the applicable grant but at a minimum, pro rata vesting (based on the relative number of months you were employed by the Company during the vesting measurement period to the number of months in the vesting measurement period) of all equity awards, with any applicable performance-based vesting criteria for any open periods being established in the equity grant by the Compensation Committee as either remaining open until actual results are determined or paid at target, provided that with regard to the 2009 annual grant, you shall be treated as having an additional twelve (12) months of employment in calculating the pro rata amount. Other than with regard to the Inducement Option and the Make-Up Equity Grant, if the standard grants generally made to other senior executives issued at the same time and of the same type as grants made to you during the Term contain terms that are more favorable to you, you will also have the benefit of any such more favorable terms for the related grant. If an award generally requires employment through a period to be received, the vesting measurement period shall be that employment period even if all or a portion of the award is measured over a shorter performance period,
(iii) The right to exercise any vested options granted during the Term, including the Inducement Option, during the applicable Exercise Period.
(iv) Post-Employment Health Coverage.
(v) If Section 6(b)(ii) or (iii) applies, you shall receive any amounts due thereunder.
(e) Change in Control.
(i) If a Change in Control occurs during the Term or thereafter and the Company’s outstanding equity awards granted during the Term are continued, assumed or substituted, such grants shall be treated as provided in the applicable grant, but at a minimum, (A) performance targets that have not expired will continue (subject to adjustment of exercise prices and share numbers in accordance with the applicable plan and grant adjustment provisions consistent with Sections 2 and 3 hereof); and (B) equity awards granted during the Term (other than the Inducement Option and the Make-Up Equity Grant), will be treated in the same manner as other grants under the applicable plan generally made to other senior executives issued at the same time and in the same form, including, in such case, any better treatment under the Company’s Change in Control Employee Severance Plan or similar plan (to the extent such a plan exists and applies) applicable at the time of the Change in Control with regard to such grants, provided that for clarity, in no event shall the vesting of the Inducement Option be accelerated even if other grants are so treated or so covered under the Change in Control Employee Severance Plan or similar plan, and provided further that such treatment shall not provide for any treatment that would prevent the equity provisions set forth in Section 6(b)(ii)(B) above from applying if your employment was immediately terminated thereafter by the Company without Cause or by you for Good Reason.
(ii) If a Change in Control occurs during the Term or thereafter and (i) above is not applicable, then (A) the Inducement Option will vest or be forfeited, as the case may be, at the time of the Change in Control, to the extent not previously or thereupon vested, based on whether the Change In Control Price is at or in excess of the applicable Vesting Level; (B) the Make-Up Equity Grant and Make-Up Cash shall fully vest and cease to be subject to clawback and the Make-Up Cash shall be paid, to the extent not previously vested and paid, on the first business day after the effectiveness of a Release; and (C) equity awards granted during the Term (other than the Inducement Option and the Make-Up Equity Grant) will be treated in the same manner as other grants under the applicable plan generally made to other senior executives issued at the same time and in the same form, including in such case, any better treatment under the Company’s Change in Control Employee Severance Plan or similar plan (to the extent such a plan exists and applies) applicable at the time of the Change in Control with regard to such grants, provided that 2009 annual grants shall fully vest (based on actual performance vesting for closed periods and at target for open periods).
7. Parachute Payments. In the event that the payments and benefits provided to you herein or otherwise by the Company constitute “parachute payments” within the meaning of Code Section 280G and would, but for this provision, be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), then your payments and benefits shall be either (i) delivered in full or (ii) delivered as to such lesser extent, as you may elect, as would result in no portion of such amounts being subject to the Excise Tax, whichever of the foregoing results in the receipt by you on an after-tax basis of the greatest amount, notwithstanding that all of some
of the amounts may be taxable under Section 4999 of the Code. If a reduction is to occur pursuant to the prior sentence, unless an alternative election is permitted by, and does not result in taxation under, Section 409A and timely elected by you, the payments and benefits shall be cutback in the following order: any cash severance you are entitled to (starting with the last payment due), then other cash amounts that are parachute payments (starting with the last payment due), then any stock options that have exercise prices higher than the then fair market value price of the stock (based on the latest vesting tranches), then restricted stock and restricted stock units based on the last ones scheduled to be distributed and then other stock options based on the latest vesting tranches.
8. Proprietary Agreement. As an employee of the Company, it is likely that you will become knowledgeable about confidential and/or proprietary information related to the operations, products and services of the Company and its clients. To protect the interests of both the Company and its clients, all employees are required to read and sign an Employee Confidentiality and Assignment of Inventions Agreement (“Proprietary Agreement”) prior to beginning employment. A copy of this agreement is attached hereto as Exhibit B and is deemed to be part of this Agreement. An additional copy of the Proprietary Agreement is also enclosed with this Agreement. Upon signing this Agreement, you shall be deemed to sign such Proprietary Agreement. For our records, please also sign the copy attached hereto and return it along with your signed copy of this Agreement.
9. Proprietary Information Obligations Checklist. Similarly, you may have confidential or proprietary information from a prior employer that should not be used or disclosed to anyone at the Company. Therefore, the Company requests that you read, complete, and bring with you on your first day of employment, the enclosed Proprietary Information Obligations Checklist to this effect. In addition, the Company requests that you comply with any existing and/or continuing contractual obligations that you may have with your former employers. You represent to the Company that you are not subject to any agreement or other limitation that you would be in violation of by executing this Agreement, commencing work with the Company or performing your duties with the Company (recognizing that you are subject to confidentiality obligations with regard to your prior employer and the various boards you serve on).
10. Obligations.
(a) During your employment, you shall devote your full business efforts and time to the Company. The Company and you recognize that you are currently on several boards of directors of publicly traded companies and you agree that you shall reduce the number of boards of publicly traded companies on which you serve to one (1) board other than the Company, as soon as feasible in your good faith judgment and with recognition of your fiduciary duties to the Company and such companies. You shall not be precluded from engaging in appropriate civic, charitable or religious activities, from serving on the board of directors of other companies that are not competitors to the Company and that are approved by the Board, subject to Section 11 below, or from managing your and your family’s personal passive investments, as long as, in each case, the activities do not materially interfere or conflict with your responsibilities to, or your ability to perform your duties of employment by, the Company. Any outside activities must be in compliance with the Company’s Code of Ethics, including approval procedures.
(b) In the event of a restatement of financial results, the Compensation Committee will review all incentive awards for performance periods during the restated period (whether in cash or equity), and all equity grants vesting or paid based on achievement of performance goals or stock price related in whole or part to the restated financial period. If any such award would have been lower had the level of achievement of applicable financial goals been calculated based on such restated financial results or a grant not have vested or not been paid in the sole discretion of the Compensation Committee, the Compensation Committee may, if it determines appropriate in its sole discretion, to the extent permitted by applicable law, require the reimbursement by you of the incremental portion of the bonus in excess of that which would have been paid to you based on the restated financial results, unvest equity grants and require repayment of profits on equity that was vested or paid on such results and realized upon by you. You shall promptly comply with any such request of the Compensation Committee. This provision is in addition to, and not in lieu of, any requirements under the Sarbanes-Oxley Act or any plan or grant and shall apply notwithstanding anything to the contrary in the Plan, any applicable award agreement or any other provision of this Agreement.
11. Noncompetition During Employment. You agree that, during your employment with the Company you will not engage in, or have any direct or indirect interest in any person, firm, corporation or business (whether as an employee, officer, director, agent, security holder, creditor, consultant, partner or otherwise) that is competitive with the business of the Company, including, without limitation, any then-current activities relating to providing Internet navigational products or services and any then-current activities providing search, advertising services, e-mail, chat, e-commerce, instant messaging, content (e.g., music, video), ISP (e.g., connectivity, bandwidth or storage) or other Internet-based delivery or functionality. Notwithstanding the preceding sentence: (i) you may own not more than 1% of the securities of any company whose securities are publicly traded; and (ii) you shall not be prohibited from serving on the Board of Directors of Cisco Systems, Inc., subject to the above limits regarding the number of public board memberships, except in the event that Cisco Systems, Inc. is a direct competitor of the Company or otherwise a material fiduciary issue involving a fiduciary duty occurs; the parties acknowledging and agreeing that as of the date hereof, Cisco Systems, Inc. is not a direct competitor of the Company.
12. Cooperation. During the Term and thereafter, whether or not then employed by the Company, you agree to reasonably cooperate with and make yourself available on a continuing basis to the Company and its representatives and legal advisors in connection with any matters in which you are or were involved or any existing or future claims, investigations, administrative proceedings, lawsuits and other legal and business matters, as reasonably requested by the Company. You also agree that within five (5) business days of receipt (or more promptly if reasonably required by the circumstances) you shall send the Company copies of all correspondence (for example, but not limited to, subpoenas) received by you in connection with any legal proceedings involving or relating to the Company, unless you are expressly prohibited by law from so doing. You agree that you will not voluntarily cooperate with any third party in any actual or threatened claim, charge, or cause of action of any nature whatsoever against the Company and/or any of the Company’s subsidiaries and/or affiliates. You understand that nothing in this Agreement prevents you from cooperating with any government investigation.
13. Employment At-Will. Please understand that this Agreement does not constitute a contract of employment for any specific period of time, but will create an employment at-will relationship that may be terminated at any time by you or the Company, with or without Cause and with or without advance notice, provided that you shall give the Company at least thirty (30) days’ written notice of any voluntary resignation. The at-will nature of the employment relationship may not be modified or amended except by written agreement by the Board Chairman and you.
14. Code of Conduct and The Company Policies. The Company is committed to creating a positive work environment and conducting business ethically. As an employee of the Company, you will be expected to abide by the Company’s policies and procedures including, but not limited to, the Company’s Guide2Working@Yahoo! and the Company’s Code of Ethics. The Company requests that you review, sign and bring with you on your Employment Start Date, the enclosed Code of Ethics@Yahoo! and At Will Employment, Guide2Working@Yahoo! and Privacy Policy Acknowledgment Forms. For purposes of the Inducement Grant, the Make-Up Equity Grant and the annual grants made during the Term, the term “stock dividend” under Section 16 of the Plan shall include dividends or other distributions of the stock of the subsidiaries of the Company.
15. Indemnification. The Company and you shall enter into the Company’s standard form of indemnification agreement for executive officers. You shall be provided with director’s and officer’s liability insurance coverage to the same extent as other executive officers and as provided in such policies for executive officers serving as directors. Such coverage shall continue after your service with the Company ceases while you have continuing liability with regard to your actions or inactions on behalf of the Company on the same basis as coverage for other former officers and directors.
16. Non-Disparagement. You agree, other than with regard to employees in the good faith performance of your duties with the Company while employed by the Company, both during and for five (5) years after your employment with the Company terminates, not to knowingly disparage the Company or its officers, directors, employees or agents in any manner likely to be harmful to it or them or its or their business, business reputation or personal reputation. The Company will direct its Chairman, the Chief Yahoos and the named executive officers of the Company, other than in the good faith performance of their duties to the Company or in connection with their fiduciary duties to the Company and applicable law, both during and for five (5) years after your employment with the Company terminates, not to knowingly disparage you in any manner likely to be harmful to you or your business reputation or personal reputation. The foregoing shall not be violated by statements which are truthful, complete and made in good faith in response to any question, inquiry or request for information required by legal process or governmental inquiry.
17. Entire Agreement; Notice.
(a) This Agreement, including the exhibits hereto, constitute the entire agreement between you and the Company with respect to the subject matter hereof and supersede any and all prior or contemporaneous oral or written representations, understandings, agreements or communications between you and the Company concerning those subject matters. It may not be
terminated or modified orally but only by a writing executed by you and an authorized representative of the Board. This Agreement shall be interpreted under, and governed by, the laws of California without regard to its conflict of law provisions.
(b) Notices shall be delivered in writing either personally or by overnight delivery service and shall be deemed given on the date delivered if delivered personally or the day after the day sent if sent by overnight delivery service. Notices shall be delivered as follows (or such other address as the party shall notify the other by notice sent as aforesaid): (a) if to the Company, at the Company’s executive offices (attn: Chairman) with a copy to the General Counsel; and (b) if to you, at the last home address on file with the Company (with a copy to Gordon Davidson, Esq., Fenwick & West LLP, 801 California Street, Mountain View, California 94041).
18. General 409A Compliance; Income Tax Withholding.
(a) The intent of the parties is that payments and benefits under this Agreement comply with or be exempt from Section 409A and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be in compliance therewith. If you notify the Company (with specificity as to the reason therefor) that you believe that any provision of this Agreement (or of any award of compensation, including equity compensation or benefits) would cause you to incur any additional tax or interest under Section 409A and the Company concurs with such belief or the Company (without any obligation whatsoever to do so) independently makes such determination, the Company shall, after consulting with you, to the extent legally permitted and to the extent it is possible to timely reform the provision to avoid taxation under Section 409A, reform such provision to try to comply with Section 409A through good faith modifications to the minimum extent reasonably appropriate to conform with Section 409A. To the extent that any provision hereof is modified in order to comply with or be exempt from Section 409A, such modification shall be made in good faith and shall, to the maximum extent reasonably possible, maintain the original intent and economic benefit to you and the Company of the applicable provision without violating the provisions of Section 409A. The Company shall have no liability to you with regard to any additional tax, penalties or interest you are required to pay pursuant to Section 409A.
(b) A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of any amounts or benefits which is nonqualified deferred compensation under Section 409A upon or following a termination of employment unless such termination is also a “separation from service” within the meaning of Section 409A and, for purposes of any such provision of this Agreement, references to a “termination,” “termination of employment” or like terms shall mean “separation from service.” If you are deemed on the date of termination to be a “specified employee” within the meaning of that term under Section 409A(a)(2)(B), then with regard to any payment that is considered deferred compensation under Section 409A payable on account of a “separation from service,” such payment or benefit shall be made or provided at the date which is the earlier of (i) the expiration of the six (6)-month period measured from the date of such “separation from service” of you, and (ii) the date of your death (the “Delay Period”). Upon the expiration of the Delay Period, all payments and benefits delayed pursuant to this section (whether they would have otherwise been payable in a single sum or in installments in the absence of such delay) shall be
paid or reimbursed to you in a lump sum without interest, and any remaining payments and benefits due under this Agreement shall be paid or provided in accordance with the normal payment dates specified for them herein.
(c) With regard to any provision herein that provides for reimbursement of costs and expenses or in-kind benefits, except as permitted by Section 409A, (i) the right to reimbursement or in-kind benefits shall not be subject to liquidation or exchange for another benefit, (ii) the amount of expenses eligible for reimbursement, of in-kind benefits, provided during any taxable year shall not affect the expenses eligible for reimbursement, or in-kind benefits to be provided, in any other taxable year, provided that the foregoing clause (ii) shall not be violated without regard to expenses reimbursed under any arrangement covered by Code Section 105(b) solely because such expenses are subject to a limit related to the period the arrangement is in effect and (iii) such payments shall be made on or before the last day of your taxable year following the taxable year in which the expense occurred. Tax gross-up payments, if any, shall be made in any event no later than the end of the calendar year immediately following the calendar year in which you remit the related taxes, and reimbursement of expenses, if any, incurred due to a tax audit or litigation shall be made no later than the end of the calendar year immediately following the calendar year in which the taxes that are the subject of the audit or litigation are remitted to the taxing authority, or, if no taxes are to be remitted, the end of the calendar year following the calendar year in which the audit or litigation is completed.
(d) For purposes of Section 409A, your right to receive any installment payments pursuant to this Agreement shall be treated as a right to receive a series of separate and distinct payments. Whenever a payment under this Agreement specifies a payment period with reference to a number of days (e.g., “payment shall be made within thirty (30) days following the date of termination”), the actual date of payment within the specified period shall be within the sole discretion of the Company.
(e) All payments hereunder shall be subject to applicable federal, state and local income tax withholding; provided that all equity grants shall provide for net share withholding at this minimum applicable statutory withholding rates upon exercise or settlement, as the case may be, unless otherwise agreed in writing by the parties.
19. Eligibility to Work in the United States. In order for the Company to comply with United States law, we ask that on your Employment Start Date you bring to the Company appropriate documentation to verify your authorization to work in the United States. The Company may not employ anyone who cannot provide documentation showing that they are legally authorized to work in the United States.
20. Accepting this Offer. This offer is contingent on you starting employment at the Company on or before the Employment Start Date specified above. To accept this offer, please sign this letter in the space provided below and return it, the signed Proprietary Agreement, and the signed Proprietary Information Obligations Checklist to the Executive Vice President, General Counsel and Secretary of the Company.
We look forward to your joining us and hope that you find your employment with the Company enjoyable and professionally rewarding.
Very truly yours,
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/s/ Roy Bostock
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Roy Bostock
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Chairman of the Board
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I accept this offer of employment with the Company and agree to the terms and conditions outlined in this Agreement.
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/s/ Carol Bartz
Signature |
January 13, 2009
Date |
Enclosures:
Employee Confidentiality And Assignment Of Inventions Agreement
Proprietary Information Obligations Checklist
Code of Ethics Acknowledgement
At-Will Employment, Guide2Working@Yahoo! and Privacy Policy Acknowledgment Form
Employee Confidentiality And Assignment Of Inventions Agreement
Proprietary Information Obligations Checklist
Code of Ethics Acknowledgement
At-Will Employment, Guide2Working@Yahoo! and Privacy Policy Acknowledgment Form
APPENDIX A
DEFINITIONS
(1) “Accrued Amounts” shall mean: (i) any accrued but unpaid Base Salary through date of termination paid in accordance with normal payroll practices, unreimbursed business expenses incurred prior to the date of termination paid in accordance with Company policies and accrued but unused vacation time through the date of termination due in accordance with Company plan and policies paid within sixty (60) days following termination, unless earlier as required by law, (ii) other than a termination for Cause during the Term or resignation without Good Reason (except if otherwise provided in a Company plan), any unpaid Prior Year Bonus, and (iii) any other amounts and benefits you are entitled to receive under any employee benefit plan and programs paid in accordance with the terms and provisions of such plans and programs (the “Accrued Amounts”).
(2) “Cause” shall mean (i) repeated failure to attempt in good faith to perform your material duties and responsibilities after written notice of such failure; (ii) willful misconduct of a material nature (without regard to the size of the Company) with respect to the Company or in the performance of your duties; (iii) willful and material violation of the Company’s written policies regarding harassment or discrimination, or of any other material provision of the Company’s Code of Ethics or other similar policy; (iv) a willful and material breach of any restrictive covenant provision contained in any agreement between the Company and you; (v) indictment, conviction or plea of nolo contendere or guilty to a felony or crime of serious moral turpitude; or (vi) willful misconduct having or likely to have, in the good faith opinion of the Board, a material adverse impact on the Company, either economically or by reputation.
(3) “Change in Control” shall be deemed to have occurred if:
| (a) | any person or group of persons (as defined in Section 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) together with its affiliates, but excluding (i) the Company or any of its subsidiaries, (ii) any employee benefit plans of the Company or (iii) a corporation owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of stock of the Company (individually a “Person” and collectively, “Persons”), is or becomes, directly or indirectly, the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act) of securities of the Company representing forty percent (40%) or more of the combined voting power of the Company’s then outstanding securities; | ||
| (b) | the consummation of a merger or consolidation of the Company or any direct or indirect subsidiary of the Company with any other corporation or entity regardless of which entity is the survivor, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or being converted into voting securities of the surviving entity) more than fifty percent (50%) of the combined voting power of the voting securities of the Company, |
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| such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; or | |||
| (c) | consummation of the sale or disposition by the Company of all or substantially all of the Company’s assets, provided, however, that a sale of the Company’s search business shall not constitute a Change in Control. |
(4) “CIC Agreement” shall mean an agreement that would result in a Change in Control if such agreement were consummated.
(5) “Code” shall mean the Internal Revenue Code of 1986, as amended.
(6) “Disability” shall mean the inability of you to have performed your material duties to the Company due to a physical or mental injury, infirmity or incapacity for either a continuous period of ninety (90) days or one hundred eighty (180) days (including weekends and holidays) in any 365-day period. Notwithstanding the foregoing, in the event that as a result of earlier absence because of mental or physical incapacity you incur a “separation from service” within the meaning of such term under Section 409A, you shall on such date automatically be terminated from employment as a Disability termination.
(7) “Exercise Period” shall mean one (1) year after termination of employment or, with respect to any option vesting within ninety (90) days prior to the end of such one (1) year period, ninety (90) days from the applicable vesting date, but in no event beyond the end of the regular term of an award or termination of the grant’s exercisability as a result of an event other than termination of employment.
(8) “Extended Expiration Date” shall mean if a Limited Automatic Extension existed on Expiration, the earliest of (i) termination of your employment with the Company; (ii) if a Change in Control occurs prior to Expiration, two (2) years after the date thereof; or (iii) if an Open In Contemplation Event exists on Expiration, the earlier of the two (2) year period after the related Change in Control or termination of the obligations to close under the CIC Agreement creating the Open In Contemplation Event.
(9) “Good Reason” shall mean: (i) any material breach by the Company of the Agreement or the exhibits hereto; (ii) any material reduction of your authority, duties or responsibilities, provided that not being elected to the Board by the shareholders shall not be a Good Reason event so long as the Board nominates you for the Board if such nomination is permitted by applicable law; (iii) a material reduction by the Company in your Base Salary or Target Bonus target percentage; (iv) the relocation of the principal executive offices of the Company to a location more than fifty (50) miles from its location immediately prior to such relocation and such relocation increases the distance from your residence at the time of relocation to the executive office by a material amount; (v) a change of your position to something other than Chief Executive Officer of the Company (or its ultimate parent operating company in the event of a Change in Control); or (vi) a requirement that you report to a corporate officer or an employee instead of reporting directly to the Board (or its ultimate parent operating company board in the event of a Change in Control); provided, that the foregoing events shall not be deemed to constitute Good Reason unless you shall have notified the Board (or the ultimate
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board, as the case may be) in writing of the occurrence of such event(s) within sixty (60) days of such occurrence (or if on or following a Change in Control, within ninety (90) days) and the Board (or the ultimate board, as the case may be) shall have failed to have cured or remedied such event(s) within thirty (30) business days of its receipt of such written notice and termination occurs within one hundred (100) days of the event (or if on or following a Change in Control, within one hundred and eighty (180) days).
(10) “Limited Automatic Extension” shall mean that either (i) a Change in Control has occurred on or after January 1, 2011 or (ii) an Open In Contemplation Event exists on December 31, 2012.
(11) “Open In Contemplation Event” shall mean a CIC Agreement has been entered into but neither the related Change in Control event has occurred nor the obligations to close the Change in Control under the CIC Agreement have been terminated.
(12) “Post-Employment Health Coverage” shall mean you (including on behalf of your current spouse and any current children that would be eligible dependents if you were an active employee) are entitled to continue to participate in the Company’s health plans for your life following a termination of your employment, subject to the following terms and conditions:
| (a) | you pay the “full cost” of coverage for you and any eligible dependents, which is expected to be the COBRA premium (as adjusted for secondary status to Medicare after you attain age sixty-five (65)); | ||
| (b) | you shall no longer be eligible for the coverage hereunder if you commence employment with another employer that has a medical plan for which you are eligible under the general terms of the plan; | ||
| (c) | upon your attainment of age sixty-five (65), this coverage shall only be available if you are unable to obtain a Medicare Gap policy (or to the extent necessary to cover your current spouse while you are married to him and he is unable to obtain a Medicare Gap policy and your current children who would be eligible for coverage under the plan if you were an active employee if they do not have other coverage); and | ||
| (d) | upon your death, either prior to or after your coverage under this arrangement commences, your current spouse if you are married to him at the time of your death (if he does not then have other coverage or the ability to obtain a Medicare Gap policy) and your children who are eligible dependents at the time of your death (if they do not then have other coverage) shall have the right to this coverage respectively, for life in the case of your spouse and while they are eligible dependents in the case of your children, subject to the same conditions as above, but no coverage shall be provided for any future spouse or children of your spouse or any children or spouse of your children. |
(13) “Pro Rata Treatment of the Inducement Option” shall mean vesting of a portion of the Inducement Option based on the actual stock prices in the period through December 31, 2012,
with each tranche not vested as of the date of termination of employment multiplied by a fraction, the numerator of which is the sum of the number of full months of employment under this Agreement (with January 2009 considered a full month) plus twelve (12), but in no event greater than forty-eight (48), and the denominator of which is forty-eight (48) months. Each vested tranche (whether vested before or after termination) shall remain exercisable during the applicable Exercise Period.
(14) “Pro Rata Bonus” shall mean your annual bonus for the year of termination, if any, awarded by the Compensation Committee based on such year’s performance and the applicable criteria, if any, multiplied by a fraction, the numerator of which is the number of days you were employed during the year and the denominator of which is 365. The Pro Rata Bonus will be paid in the following calendar year when you would have received it if you had continued employment (subject to any bonus or other plan adopted by the Compensation Committee).
(15) “Prior Year Bonus” shall mean your actual bonus for the year prior to the year of termination, if any, awarded by the Compensation Committee based on such year’s performance and the applicable criteria, if any. Notwithstanding the foregoing, if your employment is terminated on December 31 of any year, such year shall be deemed completed and to be the year prior to the year of termination for purposes of this definition. The Prior Year Bonus will be paid in the calendar year of termination when you would have received it if you had continued employment (subject to any bonus or other plan adopted by the Compensation Committee).
(16) “Section 409A” shall mean Section 409A of the Code and the regulations and guidance promulgated thereunder.
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