VP of Sales & Business Development Employment Agreement

EBAY INC. 2005 Hamilton Avenue, Suite 270 San Jose, CA 95125





August 8, 1997 Steve Westly 2120 Camino de los Robles Menlo Park, CA



Dear Steve:



eBay, Inc. (the "Company" or "eBay") is pleased to offer you the position "Vice-President of Sales an d Business Development", at a salary, payable every other week, which is equivalent to a yearly salary of $120,000.00. In addition, you will be paid a $25,000 one-time signing bonus upon the commencement of your employment.



eBay, Inc. is also please d to inform you that you will be entitled to the benefits that eBay customarily makes available to employees in positions comparable to yours and it will be recommended to the Board of Directors that you will be granted an option for the purchase of 264,0 0 0 shares of the Company's Common Stock. The option will be granted under the Company's Stock Option Plan and, assuming you remain an employee, will vest with respect to 25% of the shares subject to the option one year after the commencement of your emplo y ment and, at the end of each month thereafter, with respect to an additional 1/48 of the shares subject to the option; provided, however, that if your employment is terminated by the company without "Cause" during your first year of employment, shares wil l vest, at the end of each month, with respect to 1/48 of the shares subject to the option.



Furthermore, during your first year of employment, you will be eligible for an additional $30,000.00 and an option for the purchase of 12,000 additional shares based on your achievement of mutually agreed-upon objectives. These objectives are outlined in Attachment A.



The Company asks that you complete the "Employee Information and Inventions Agreement" prior to commencing employment. In part, this Agreement requests that a departing employee refrain from using or disclosing eBay's Confidential Information (as defined in the Agreement) in any manner which might be detri ...