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FORM 10-K
SUPPORTSOFT INC - SPRT
Filed: March 13, 2008 (period: December 31, 2007)
Annual report which provides a comprehensive overview of the company for the past year

Table of contents

  • Page 1
    FORM 10-K SUPPORTSOFT INC - SPRT Filed: March 13, 2008 (period: December 31, 2007) Annual report which provides a comprehensive overview of the company for the past year

  • Page 2
    ...FINANCIAL DATA. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT.... PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE. ITEM 11. EXECUTIVE COMPENSATION. ITEM 12. SECURITY OWNERSHIP OF CERTAIN...

  • Page 3
    ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES. PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES. SIGNATURES Signature EXHIBIT INDEX EX-10.9 (EXHIBIT 10.9) EX-10.10 (EXHIBIT 10.10) EX-21.1 (EXHIBIT 21.1) EX-23.1 (EXHIBIT 23.1) EX-31.1 (EXHIBIT ...

  • Page 4
    ... Period from to Commission File No. 000-30901 (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation or Organization) 1900 Seaport Boulevard, 3rd Floor, Redwood City, CA (Address of Registrant's Principal Executive Offices) Registrant...

  • Page 5
    ...connection with the solicitations of proxies for its 2008 annual meeting of stockholders scheduled to be held on May 21, 2008. Except as expressly incorporated by reference, the registrant's Proxy Statement shall not be deemed to be part of this report. Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 6
    ... of Management on Internal Control over Financial Reporting Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting Other Information Directors and Executive Officers of the Registrant Executive Compensation Security Ownership of Certain Beneficial Owners...

  • Page 7
    ...Report for important information to consider when evaluating these statements. PART I ITEM 1. Overview SupportSoft provides software and services designed to make technology work... address a new market with a new business model. Our enterprise customers use our software to resolve technical problems ...

  • Page 8
    ...agents with agents who are Supportsoft employees. Because our technology support services are delivered remotely, by telephone and over the internet, our customer support agents can be geographically distributed and can work from home offices, as well as physical call centers. Differentiate Consumer...

  • Page 9
    ...problems and to answer questions that customers have about their computers and related devices. System TuneUp. Our System TuneUp service is designed to enhance the performance of computers. Our agents use our technology to remotely perform various tasks such as optimizing computer settings, removing...

  • Page 10
    ... that are suitable for both for digital service providers and corporate IT departments include the following: Desktop Agent. The SupportSoft agent is a desktop application that identifies, diagnoses and corrects potential problems prior to their impact on a user. Additionally, should a user need...

  • Page 11
    ... with each other with a scalable, real-time chat solution enhanced by Web-push capabilities and access to relevant content. EmailAssist. EmailAssist is designed to provide call center organizations and IT help desks with tools to support e-mail support channels. EmailAssist enables analysts to...

  • Page 12
    .... ServiceVerify can help technicians determine that the work has been performed correctly and the customer has access to all the services ordered before the technician leaves the job. ServiceVerify also provides analyst tools designed to rapidly diagnose and resolve problems when a customer calls...

  • Page 13
    ... Solutions, TDC Switzerland, TeliaSonera, Time Warner Cable, UPC Broadband, Verizon, and other service providers worldwide. Representative companies that have licensed SupportSoft software for corporate IT operations and customer support requirements include: ADP, Bank of America, BT, Dell, Lockheed...

  • Page 14
    ... a hosted software platform. In some cases, client software is also downloaded to the consumer's machine. Additional core technologies and automated capabilities have been developed in our Solutions Toolkit to solve specific technology problems that consumers typically face and to aid in the sale of...

  • Page 15
    ...As of December 31, 2007, we had 277 full-time employees and 19 contractors for total full-time equivalent headcount of 296. None of our employees are covered by collective bargaining agreements. We believe our relations with our employees are good. Executive Officers Our executive officers and their...

  • Page 16
    .... Earlier in his career, Mr. Rodio held marketing positions at Amazon.com and Procter &...Annual Report on Form 10-K. Ms. Schaffer was Vice President, Corporate Operations Finance at Yahoo! from January 2007 until February 2008. From September 2003 to December 2006, Ms. Schaffer served as an executive...

  • Page 17
    ... that file electronically with the SEC at the website address located athttp://www.sec.gov. Our telephone number is 650-556-9440 and our website address is http://www.supportsoft.com. The information contained in our website does not form any part of this Annual Report on Form 10-K. However, we make...

  • Page 18
    ... affect our business and future performance and cause those forward-looking statements to be inaccurate....home-based; our beliefs and expectations regarding the introduction of new... report and in our other filings with the SEC before deciding to invest in our stock ...SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 19
    ...profitable in 2007. In ...price of our common stock will likely decline. ...of products and services we or our competitors offer; the mix of products and...of expansion of our new consumer offerings and ...from corporate spending...and general economic conditions and their ...SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 20
    ... cause the market price of our common stock to decline. The trading market for our common stock relies in part on the research and reports ... be home-based, which will require a high degree of coordination and quality control of employees working from diverse and remote 16 Source: SUPPORTSOFT INC...

  • Page 21
    ...new business initiative, if not favorably received by consumers, could damage the reputation of our corporate... of 2007, one customer accounted for 18% of our total revenue. For the year ended December 31, 2007, the...cause our operating results to suffer. 17 Source: SUPPORTSOFT INC, 10-K, March 13, ...

  • Page 22
    ...solutions...2007. Although significant improvement occurred in the second half of 2007, our professional services business was not profitable during the first half of 2007...new products, our current customers may not require or desire the functionality of our new products and may not ultimately... 2007,...pay...

  • Page 23
    ...reporting...on acceptable terms or ...of these partners could cause us to miss revenue...test marketing in order to be selected. If we are unable to establish a sufficient number of new...partners merge with a competitor, particularly one that offers...we would our own employees, and outsourced services... corporate ...

  • Page 24
    ... and services, which could harm our business, prospects, financial condition and operating results. Our investments in marketable securities are subject to market risks which may cause losses and affect the liquidity of these investments. At December 31, 2007, we had $13 million in cash and cash...

  • Page 25
    ... to execute our...annually...2007. An impairment loss was recognized because the sum of the discounted...reporting units. As was the case in the fourth quarter of 2007, future write-downs of goodwill or net long-lived and intangible assets, would cause... condition,...employees...SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 26
    ...technology support, we expect new competitors, including electronics retailers that offer premium technology support services, companies that offer online technology support and local computer repair shops. Certain of these competitors have longer operating histories, significantly greater financial...

  • Page 27
    ...for competitors' solutions or other technologies. Our products depend on, and work with, products containing complex software; if our products fail to perform properly due to errors in the software, we may need to devote resources to correct the errors or compensate for losses from these errors and...

  • Page 28
    ... technology problems. If... applications ... packaged applications used ...applications...open source" licenses, which may have terms that require us to make generally available our modifications or derivative works based on such open... terms ...new...new...party hosting facility located in the United...problem could cause...

  • Page 29
    ... viruses, physical ...discounts we provide under our employee stock purchase plans. We are now required to measure the compensation expense related to employee stock awards on a fair value basis, which leads to substantial additional compensation expense and a material adverse effect on our reported...

  • Page 30
    ...cause our revenue and our stock price to decline. A securities class action lawsuit was filed against us and other issuers in November 2001. Should this lawsuit linger for a longer period of time, whether ultimately...our pending patent applications may not be issued; competitors may independently ...

  • Page 31
    ...of laws, such as those applicable to patents, copyrights, trademarks ... benefit from our technologies without paying... may not be available on acceptable terms, if at all. Our failure to...market demand due to uncertain economic conditions in the United States and in...SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 32
    ... on our audit committee, and qualified executive officers. ITEM 1B. UNRESOLVED STAFF COMMENTS. Not applicable. ITEM 2. PROPERTIES. Our corporate headquarters lease covers approximately 37,400 square feet at 1900 Seaport Boulevard, 3rd Floor, Redwood City, California. This lease expires in July...

  • Page 33
    ...test cases that do not name the Company as a defendant. Briefing is in progress for a new ...others. We currently believe that the ultimate amount of liability, if any, for...negative impact on our financial condition and operating results. Regardless...2007. 29 Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 34
    ...conditions and such other factors as the Board of Directors deems relevant. Securities Authorized for Issuance Under Equity Compensation Plans Information regarding the securities authorized for issuance under our equity compensation plans can be found under Item 12 of Part III of this Report. Stock...

  • Page 35
    ...in the table are required by the Securities and Exchange Commission and are not intended to forecast or be indicative of possible future performance of the Company's Common Stock. COMPARISON OF CUMULATIVE TOTAL RETURN AMONG SUPPORTSOFT, INC., THE NASDAQ COMPOSITE INDEX, AND THE NASDAQ COMPUTER INDEX...

  • Page 36
    ... Discussion and Analysis of Financial Condition and Results of Operations" and... II of this Report. Years Ended December 31, 2007 2006 2005 2004...cash equivalents and marketable securities Working capital Total assets Long-term obligations Accumulated deficit Total ...SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 37
    ... consumer offerings grow out of our traditional products, technology and expertise but address a new market with a new business model. Our enterprise customers use our software to resolve technical problems for their customers efficiently and effectively, thereby improving customer satisfaction and...

  • Page 38
    ... to achieve maximum value from their investment in our products. With respect to new customers, we have targeted initiatives in specific market areas designed to expand our customer base. Based upon our history in the enterprise business, we expect to experience downward revenue seasonality between...

  • Page 39
    ... these estimates under different assumptions or conditions. On a regular basis we evaluate...and other intangible assets, and stock-based compensation have the greatest potential impact ...expense or benefit within the tax provision in the statements of operations. 35 Source: SUPPORTSOFT INC, 10-K, March 13...

  • Page 40
    ... for stock-based payments to employees using the intrinsic value method under APB Opinion No. 25, as permitted by SFAS 123R, and, as such, generally recognized no compensation cost for employee stock options or employee stock purchases in its financial statements. 36 Source: SUPPORTSOFT INC...

  • Page 41
    ...31, 2007, 2006, and 2005 Revenue 2007 ($ in thousands) % Change 2006 to 2007 2006...applicable accounting rules have been met. Maintenance fees relating to perpetual software licenses result in ratable revenue over the period of the maintenance term, which is generally one year. Consulting and training...

  • Page 42
    ... $15.8 million in 2007, $16.4 million in 2006, and $32.7 million in 2005. We have experienced a trend of decreasing annual license revenue over the... a term-based license. Services revenue. Services revenue is primarily comprised of revenue from professional services, such as consulting, training and ...

  • Page 43
    ...with third party fees in 2007. Cost of maintenance. Cost of maintenance consists primarily of compensation costs, travel costs, and...2007, $1.2 million in 2006, and $1.0 million in 2005. The year-over-year increases in cost of maintenance were due primarily to increases in salary and related employees...

  • Page 44
    ...2007. Increases in salary and related employees costs as a result of an increase in the number of professional services personnel. Increases in stock compensation...in commission expenses as a result of lower revenue in 2006 and a workforce reduction during the third quarter of 40 Source: SUPPORTSOFT ...

  • Page 45
    ... statutory rate primarily due to benefits from stock option deductions for which stock-based compensation was not previously benefited and the net reversal of timing differences, offset by nondeductible expenses. The increase in the provision for income taxes in 2007 is due to increased foreign...

  • Page 46
    ... of fixed assets, amortization of premiums and discounts on marketable securities, stock-based compensation expense, and amortization/write-down of intangible assets. The sum of these items totaled $8.0 million, $5.5 million, and $2.4 million in 2007, 2006 and 2005, respectively. Net cash used...

  • Page 47
    ... $3.1 million for 2006, and $2.1 million for 2005. In 2007 and 2006, cash generated by financing activities was primarily due to the exercise of employee stock options and the purchase of common stock under the employee stock purchase plan of $4.8 million and $3.1 million, respectively. In 2005, net...

  • Page 48
    ... term...headquarters office in Redwood City, California and other offices to carry out sales, marketing, research and development, and services operations. Due to the uncertainty with respect to the timing of future cash flows associated with the Company's unrecognized tax benefits at December 31, 2007...

  • Page 49
    ... from our marketable securities. A decrease in interest rates of 100 basis points would cause a corresponding decrease in our annual interest income of approximately $1.0 million. At March 11, 2008 and December 31, 2007 we had investments in AAA-rated auction-rate debt securities with various state...

  • Page 50
    ... is successful, new buyers express interest in purchasing these securities in between reset dates, issuers establish a different form of financing to replace these securities, or final payments become due according to contractual maturities. Given the current negative liquidity conditions in the...

  • Page 51
    ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. SUPPORTSOFT, INC. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm Consolidated Balance Sheets Consolidated Statements of Operations Consolidated Statements of Stockholders' Equity ...

  • Page 52
    ...examining, on a test basis, evidence ...consolidated financial position of SupportSoft, Inc. at December 31, 2007 and 2006, and the...Commission and our report dated March 11, 2008 expressed an unqualified opinion thereon. San Jose, California March 11, 2008 48 /s/ Ernst & Young LLP Source: SUPPORTSOFT...

  • Page 53
    ...: Accounts payable Accrued compensation Other accrued liabilities Deferred revenue, less long-term portion Total current liabilities Deferred revenue-long-term portion Other long-term liabilities Total liabilities Commitments and contingencies Stockholders' equity: Preferred stock; par value $0.0001...

  • Page 54
    SUPPORTSOFT, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands except per share data) Years Ended December 31, 2007 2006 2005 Revenue: License fees Maintenance Services Total revenue Costs and expenses: Cost of license fees Cost of maintenance Cost of services Amortization/write down ...

  • Page 55
    ...Stock-based compensation expense Issuance of common stock upon exercise of stock options for cash Issuance of common stock under employee stock purchase plan Balances at December 31, 2007... - (90,559) $ 4,943 4,299 507 120,862 See accompanying notes. 51 Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 56
    ... Ended December 31, 2007 2006 2005 Operating activities: Net income (loss) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation Stock-based compensation expense Amortization of premiums and discounts on marketable securities Amortization...

  • Page 57
    ... costs. In addition to our enterprise solutions, we now provide premium technology support to consumers over the phone and the internet for a fee. Our headquarters is located in Redwood City, California and we maintain offices in several other cities in the United States. We have international...

  • Page 58
    ...terms and because the Company sells its products primarily to large organizations in diversified industries. Trade Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are recorded at the invoiced amount. We perform evaluations of our customers' financial condition...2007 ...

  • Page 59
    ...are reported at... statements of operations. SupportSoft recorded net unrealized gains (...as current economic and market conditions, the credit rating of the...2007 Gross Unrealized Gains Gross Unrealized Losses Amortized Cost Fair Value Cash Money market fund Commercial paper Federal agencies Corporate...

  • Page 60
    ...Cost Fair Value Cash Money market fund Commercial paper Federal agencies Corporate bonds Auction rate securities $ 2,372 22 35,390 2,000... maturity date of the security (in thousands): December 31, 2007 2006 Due within one year Due within two years Due after...SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 61
    ...term for leasehold improvements. Repairs...discounted cash flows may differ from actual cash flows due to, among other things, economic conditions, changes to the business model or changes in operating performance. At September 30, 2007 and 2006, we concluded our annual... exist, SupportSoft assesses the...

  • Page 62
    ... are fixed or determinable. SupportSoft considers all arrangements with payment terms longer than 90 days, ... applicable sales tax. License revenue is comprised of fees for perpetual and term ...our arrangements with resellers when we receive persuasive evidence that the reseller has actually contracted...

  • Page 63
    ...or iv) delivery made directly by SupportSoft to the end user. Whether the license revenue is then recognized immediately or ratably depends upon the terms of the arrangements with the reseller regarding the sublicense (i.e. perpetual license or term license). If a reseller is not deemed creditworthy...

  • Page 64
    ...uncollectible in which case commissions paid are generally recoverable ...number of common shares outstanding during the reporting period. Diluted net income (loss)...31, 2007 2006 2005 Net income (loss) Basic: Weighted-average shares of common stock outstanding ...SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 65
    ...$697,000 as of December 31, 2007 and 2006, respectively, and accumulated unrealized...compensation cost for employee stock options or employees stock purchases in its financial statements. SupportSoft...method, compensation cost includes the applicable amounts of: (a) compensation cost for all stock-based...

  • Page 66
    ... Consolidated Statements of Cash Flows of the tax effects of employee stock-based compensation awards that are outstanding upon adoption of SFAS 123(R). The adoption did not have a material impact on our results of operations and financial condition. 62 Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 67
    ...and 2005, respectively. No income tax benefit was realized from stock option exercises during the year ended December 31, 2007. In accordance with SFAS 123R, we present excess tax benefits from the exercise of stock options, if any, as financing cash flow. 63 Source: SUPPORTSOFT INC, 10-K, March 13...

  • Page 68
    ... ended December 31, 2005 (in thousands): 2007 2006 2005 Net income-as reported for the prior period(1) Stock-based compensation expense relating to: Stock options(2) ESPP stock purchases(2) Net income (loss), including the effect of stock-based compensation expense(3) Basic net income per share-as...

  • Page 69
    ... that automate the resolution of technology problems. Revenue from customers located outside the United States was approximately $11.4 million, $10.3 million, and $12.9 million for the years ended December 31, 2007, 2006, and 2005, respectively. 65 Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 70
    ...new fair value measurements. SFAS No. 157 is effective for fiscal years beginning after November 15, 2007... and is required to be adopted by us in the first quarter of fiscal 2008. Although the Company will continue to evaluate the application... annual reporting ...SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 71
    ...2007 the FASB issued SFAS No. 160, "Noncontrolling Interests in Consolidated Financial Statements," which establishes accounting and reporting... 2007. An impairment loss was recognized because the sum of the discounted... The intangible asset will be tested for impairment annually or more often if events...

  • Page 72
    ...its new headquarters office facility located in Redwood City, California. The lease commenced on January 1, 2007 and ends on July 31, 2012. The annual fixed...term of the lease. In addition to base rent, commencing on the first anniversary of the lease and for each year thereafter, the Company will pay...

  • Page 73
    ...' demurrer to the plaintiffs' First Amended Complaint. Plaintiffs filed a Second Amended Complaint on October 27, 2006, which the defendants answered on November 6, 2006. In September, 2007, the parties reached an agreement in principle to settle the lawsuit. The court approved the settlement and...

  • Page 74
    ... structure with anticipated revenue. The Company reduced its workforce by 41 employees, or approximately 12% of its workforce at that time. As a result, the Company recorded a restructuring charge of $1.2 million in 2007. The restructuring charge was primarily comprised of severance costs and other...

  • Page 75
    ... sublease income has been included. Note 6. Stockholders' Equity Common Stock At December 31, 2007, SupportSoft has reserved 15,630,016 and 1,776,728 shares of common stock for issuance pursuant to stock option and employee stock purchase plans, respectively. On April 27, 2005, the Company's board...

  • Page 76
    ... the date of grant and have a maximum term of 10 years. In the fourth quarter of 2005, SupportSoft began issuing only non-statutory options with a contractual term of 7 years. As of December 31, 2007, we had approximately 2.9 million shares of common stock reserved for future issuance under both of...

  • Page 77
    ...31, 2007, there was $16.0 million of unrecognized compensation cost related to existing options outstanding which is expected to be recognized over a weighted average period of 3.0 years. Employee Stock Purchase Plan In February 2000, the Board of Directors approved SupportSoft's 2000 Employee Stock...

  • Page 78
    ...December 31, 2007 2006 2005 Provision at federal statutory rate State taxes Permanent differences/other Stock-based compensation Federal valuation ... of assets and liabilities for financial reporting purposes and the amounts used for income tax 74 Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 79
    ...includes its historical operating performance, reported cumulative net losses since inception... December 31, 2007, and 2006, respectively. As of December 31, 2007, the Company ...annual limitation may result in the expiration of net operating losses and credits before utilization. 75 Source: SUPPORTSOFT...

  • Page 80
    ... positions for which the timing of the ultimate resolution is uncertain should be recognized as long-term liabilities. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): Balance at January 1, 2007 Additions based on tax positions related to...

  • Page 81
    ... 31, 2007, the amount of recognized tax benefit where it is reasonably possible that a significant change may occur in the next 12 months is approximately $12,000. The change would result from expiration of a statute of limitations in a foreign jurisdiction. The tax years 1997 to 2006 remain open in...

  • Page 82
    SUPPORTSOFT, INC NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Note 8. Quarterly Financial Information (Unaudited) (Continued) Fiscal Year 2006... $ (0.04) $ 6,402 3,933 3,834 14,169 167 362 4,020 272 2,123 6,342 2,485 (1,605) (80) (0.00) (0.00) Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 83
    ...," as such term is defined in... cost-benefit relationship ...conditions. Based upon an evaluation of the effectiveness of disclosure controls and procedures, our Chief Executive Officer (CEO) and Chief Financial Officer (CFO) have concluded that as of the end of the period covered by this Annual Report...

  • Page 84
    ... accounting firm, as stated in their report which is included herein. /s/ JOSHUA PICKUS Joshua Pickus Chief Executive Officer and President /s/ KEN OWYANG Ken Owyang Chief Financial Officer and Senior Vice President of Finance and Administration 80 Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 85
    ...of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design ... 2007, and our report dated March 11, 2008, expressed an unqualified opinion thereon. /s/ Ernst & Young LLP San Jose, California March 11, 2008 81 Source: SUPPORTSOFT ...

  • Page 86
    ...Registrant" at the end of Part I of this report. We have adopted a Code of Ethics and Business Conduct for Employees, Officers and Directors which is applicable to all of our directors, executive officers and employees, including our Chief Executive Officer and Chief Financial Officer (our principal...

  • Page 87
    ... does not include 1,776,728 shares available for purchase pursuant to our 2000 Employee Stock Purchase Plan. Shares of common stock will be purchased at a price equal to 85% of the fair market value per share of common stock on either the first day preceding the six-month offering period or the last...

  • Page 88
    ...and Related Transactions", "Compensation Committee Interlocks and Insider...schedules are omitted since the information required is not applicable or is shown in the Consolidated Financial Statements or notes thereto. (3) (b) Exhibits-See in Item 15(b) of this report. Exhibits. 84 Source: SUPPORTSOFT...

  • Page 89
    ...to Exhibit 3.1 of SupportSoft's annual report on Form 10-K ...Employment Offer Letter dated as of November 22, 2006 between the Registrant and Richard Mandeberg. SupportSoft, Inc. Executive Incentive Compensation Incentive Plan (incorporated by reference to Exhibit 10.2 of SupportSoft's current report...

  • Page 90
    ...(1) Denotes an executive or director compensation plan or arrangement....Schedules. No schedules have been filed because the information required to be set forth therein is not applicable or is shown in the financial statements or related notes included as part of this report. 86 Source: SUPPORTSOFT...

  • Page 91
    ... Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 12th day of March, 2008. SUPPORTSOFT, INC. By: /s/ JOSHUA PICKUS Joshua Pickus Chief Executive Officer and President POWER OF ATTORNEY KNOW ALL PERSONS...

  • Page 92
    ...to Exhibit 3.1 of SupportSoft's annual report on Form 10-K ...Employment Offer Letter dated as of November 22, 2006 between the Registrant and Richard Mandeberg. SupportSoft, Inc. Executive Incentive Compensation Incentive Plan (incorporated by reference to Exhibit 10.2 of SupportSoft's current report...

  • Page 93
    ...Statement of the Chief Financial Officer under 18 U.S.C. § 1350(1) * (1) Denotes an executive or director compensation plan or arrangement. The material contained in Exhibit 32.1 and 32.2 shall not be... specifically incorporates it by reference. Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 94
    ...of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting ITEM 9B. OTHER INFORMATION. PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE. ITEM 11. EXECUTIVE COMPENSATION. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT...

  • Page 95
    ... Dear Anthony, On behalf of SupportSoft, Inc., a Delaware Corporation ("the Company"), we are pleased to offer you the position of Chief Marketing Officer, effective September 6, 2006, reporting to the Chief Executive Officer. The offer will include an annual equivalent base salary of $220,000. The...

  • Page 96
    ... American Arbitration Association in San Mateo County, California (or some other mutually agreed upon location) under the National Rules for the Resolution of Employment Disputes. The Company agrees to pay the fees and costs of the arbitrator. However, as also provided in the Employee NDA, we agree...

  • Page 97
    By signing this Offer Letter, I hereby accept, acknowledge and agree to the terms and conditions as stated above. On this day of August 24 th, 2006 /s/ Anthony J. Rodio Anthony J. Rodio Start Date: September 6th, 2006 Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 98
    ... start date of December 18, 2006, reporting to the Chief Executive Officer. As part of SupportSoft's hiring policy, you will be asked to sign a Release for a background check. The offer will include an annual equivalent base salary of $240,000. The base salary will be paid semi-monthly in accordance...

  • Page 99
    ... American Arbitration Association in San Mateo County, California (or some other mutually agreed upon location) under the National Rules for the Resolution of Employment Disputes. The Company agrees to pay the fees and costs of the arbitrator. However, as also provided in the Employee NDA, we agree...

  • Page 100
    By signing this Offer Letter, I hereby accept, acknowledge and agree to the terms and conditions as stated above. On this day of November 22, 2006 /s/ Richard Mandeberg Richard Mandeberg Start Date: December 18th, 2006 Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 101
    ... 21.1 Subsidiaries of SupportSoft, Inc. Entity Jurisdiction SupportSoft Australia Pty Ltd SupportSoft Canada Inc. SupportSoft Belgium BVBA SupportSoft Asia Pacific Pte Ltd SupportSoft Greater China Limited SupportSoft (UK) Pty Ltd SupportSoft GmbH SupportSoft España SL SupportSoft India Pvt Ltd...

  • Page 102
    ...as of December 31, 2006, and the effectiveness of internal control over financial reporting of SupportSoft, Inc. included in the Annual Report (Form 10-K) for the year ended December 31, 2007. /s/ San Jose, California March 12 , 2008 ERNST & YOUNG LLP Source: SUPPORTSOFT INC, 10-K, March 13, 2008

  • Page 103
    ... controls and procedures, or caused such disclosure controls and procedures...employees who have a significant role in the registrant's internal control over financial reporting. By: Date: March 12, 2008 /S/ JOSHUA PICKUS Joshua Pickus Chief Executive Officer and President Source: SUPPORTSOFT...

  • Page 104
    ... involves management or other employees who have a significant role in the registrant's internal control over financial reporting. By: /S/ KEN OWYANG Ken Owyang Chief Financial Officer and Senior Vice President of Finance and Administration Date: March 12, 2008 Source: SUPPORTSOFT INC, 10-K, March...

  • Page 105
    ... Chief Executive Officer of SupportSoft, Inc. (the "Company"), certify for the purposes of section 1350 of chapter 63 of title 18 of the United States Code that, to the best of my knowledge, (i) the Annual Report of the Company on Form 10-K for the year ended December 31, 2007 (the "Report"), fully...

  • Page 106
    ...financial condition and results of operations of the Company. /S/ KEN OWYANG Ken Owyang Chief Financial Officer and Senior Vice President of Finance and Administration Date: March 12, 2008 A signed original of this written statement required by 18 U.S.C. § 1350 has been provided to SupportSoft, Inc...