0001212458-15-000002 Sample Contracts

December 19, 2011
Proofpoint Inc • February 26th, 2015 • Services-computer processing & data preparation

As you know, Proofpoint, Inc. ("Proofpoint" or the "Company") is in negotiations to acquire your current employer, NextPage, Inc. (''NextPage"). Subject to and conditioned upon the closing of Proofpoint's acquisition of NextPage (the "Acquisition"), Proofpoint would like to offer you employment with Proofpoint on the following terms and conditions. This letter shall serve to confirm the terms of your employment with the Company.

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