Letter Agreement dated October 4, 2007 between Company and Curtis E. DeWalt



 Exhibit 10.79 
  

			
	 


	  	 Autobytel Inc.
 Human Resources
Department
 18872 MacArthur Boulevard, Suite 200
 Irvine, CA 92612-1400
 Voice: (949) 862-1312
 Fax:
(949) 797-0428


 Memo 
  

			
	 DATE:
	  	March 1, 2009
		
	 TO:
	  	Curt Dewalt
	 FROM:            
	  	Glenn Fuller – EVP, Chief Legal and Administrative Officer and Secretary
	 CC:
	  	Jeff Coats – President and CEO
		
	 RE:
	  	Promotion

  
  
 It is a pleasure to inform you of your promotion to SVP and Chief Financial Officer at Autobytel Inc. In this position you will continue to report to Jeff Coats,
President and CEO. Following is a summary of your promotion. 
  

			
	New Position:	 	SVP and Chief Financial Officer
		
	Semi-Monthly Rate:	 	$10,416.67 ($250,000 Approximate Annually)
		
	Effective Date:	 	March 1, 2009
		
	Bonus Opportunity:        	 	You shall be entitled to participate in annual incentive bonus plans, if any, that may be adopted by the Company from time to time and that are afforded generally to persons employed by the
Company at your position level (subject to the terms and conditions of any such annual incentive bonus plans). Should such an annual incentive bonus plan be adopted for any annual period, your target annual incentive bonus opportunity will be as
established by the Company for each annual period, which is anticipated to be up to 55% of your annualized salary (i.e., 12 x Base Monthly Salary) based on achievement of objectives specified by the Company each annual incentive bonus period (which
may include Company-wide performance objectives, divisional or department performance objectives and/or individual performance objectives, allocated between and among such performance objectives as the Company may determine). Specific annual
incentive bonus plan details target bonus opportunity and objectives for each annual bonus plan period will be set forth in written documents signed by the parties. You understand that the Company’s annual bonus plans, their structure and
components, specific target bonus opportunities and objectives, and the achievement of objectives and payouts, if any, thereunder are subject to the sole discretion of the Company’s Board of Directors, or a committee thereof.

 Please feel free to call if you have any questions. 
 Best regards, 
 Autobytel Inc. 
 /s/ Glenn E. Fuller 
 Glenn Fuller 
 EVP, Chief Legal
and Administrative Officer and Secretary 








			
	 


	  	 Autobytel Inc.
 Human Resources
Department
 18872 MacArthur Boulevard, Suite 200
 Irvine, CA 92612-1400
 Voice: (949) 862-1312
 Fax:
(949) 797-0428


 Memo 
  

			
	 DATE:
	  	Effective as of December 8, 2008
		
	 TO:
	  	Curt Dewalt
	 FROM:            
	  	Glenn Fuller – EVP, Chief Legal and Administrative Officer and Secretary
	 CC:
	  	Jeff Coats – President and CEO
		
	 RE:
	  	Promotion

  
  
 It is a pleasure to inform you of your promotion to SVP, Finance and Controller at Autobytel Inc. In this position you will report to Jeff Coats, President and CEO.
Following is a summary of your promotion. 
  

			
	New Position:	 	SVP, Finance and Controller
		
	Effective Date:	 	December 8, 2008
		
	Bonus Opportunity:            	 	To be determined by the Board of Directors at a later date.

 Please feel free to call if you have any questions. 
 Best regards, 
 Autobytel Inc. 
 /s/ Glenn E. Fuller 
 Glenn Fuller 
 EVP, Chief Legal
and Administrative Officer and Secretary 







 October 4, 2007 
 Curtis DeWalt 
 6 Via Liebre 
 Rancho Santa Margarita,
CA 92688 
 Dear Curtis: 
 It is a pleasure to offer you the
position of VP, Finance at Autobytel Inc. Please be reminded that our offer of employment is contingent upon completion of board approval, background check and your reviewing and accepting the terms of our various pre-hire and new-hire
documents, including the employee handbook, the Confidentiality Agreement, the Arbitration Agreement, the Securities Trading Policy, and the Code of Conduct and Ethics for Employees, Officers and Directors. Following is a summary of our offer:

  

			
	Position:	  	VP, Finance
		
	Semi-Monthly Rate:	  	$8,333.34 ($200,000 Annually)
		
	Hire Date:	  	October 30, 2007
		
	Stock Options:	  	140,000 subject to board approval and applicable securities laws
		
	Bonus Opportunity:	  	Target bonus opportunity is up to 35%, on an annual basis based on achievement of specified objectives. Specific objectives and plan details to be outlined in a separate document and
incorporated herein by reference. Bonus will be prorated based upon actual time worked within the first year of employment.
		
	Signing Bonus:	  	$25,000 payable with the first payroll cycle
		
	Vacation:	  	Annual accrual of 3 weeks per year

 As a condition of employment, you will be required to sign the standard Employee Confidentiality Agreement and the
Arbitration Agreement, which will apply during your employment with the Company and thereafter. Two originals of each of these agreements are enclosed for your review. Upon acceptance of this offer of employment, please sign and/or date in the
designated areas, and return two signed originals of each directly to me. Lorna Larson, Autobytel Inc.’s VP, Human Resources, will then sign and return one complete package to you for your records upon your hire date. 
 Enclosed you will also find information regarding our benefits package and other new hire paperwork. Please review the information, complete as much as possible, and
bring it with you on your first day of employment. If you have any questions or concerns they will be addressed during your new hire orientation or you may contact Susanna Larson at (949)862-1312. 
 This offer of employment is contingent on your ability to comply with all applicable State and Federal regulations, including without limitation requirements, relating
to the I-9 employment authorization verification process. A list of acceptable documents is enclosed. Please bring documents to verify employment eligibility on your first day of work. 







 The provisions of this letter are severable which means that if any part of the letter is legally unenforceable, the
other provisions shall remain fully valid and enforceable. This letter sets forth our complete understanding regarding the matters addressed herein and supersedes all previous agreements or understandings between you and the Company, whether written
or oral. 
 Curtis, while we sincerely hope your employment relationship with Autobytel Inc. will be mutually rewarding, we want to be clear that by our
policy, your employment is “at will” and there is no express or implied contract of employment for a specified period of time. This means that you may resign at any time without notice and that Autobytel Inc. may terminate your employment
or change the terms of your employment, including but not limited to your duties, position, or compensation, at any time without cause and without notice. Our at-will employment policy may not be changed except by an explicit written agreement
signed by both you and the President and CEO of Autobytel Inc. This policy supersedes any prior written or oral communications to the contrary. 
 In
addition, Autobytel requires that you comply with all terms of any employment agreement that you may have with your current or former employer, Roth Staffing Companies, Inc. Specifically, Autobytel expects that you will comply with any
notification requirements of any agreement with Roth Staffing Companies, Inc., and Autobytel will adjust your start date accordingly to accommodate any required notice period. 
 Autobytel further expects that you will comply with any confidentiality provisions of any agreement with Roth Staffing Companies, Inc. Moreover, and regardless of whether you have a written agreement with Roth
Staffing Companies, Inc., Autobytel does not want you to disclose to us or provide copies of any confidential, proprietary, or trade secret information from Roth Staffing Companies, Inc.
 This offer shall expire 3 days from date of issue. Please indicate acceptance of our offer by signing and returning the enclosed copy of this letter. By signing this offer letter you also will be acknowledging that
you are not relying on any promises or representations other than those set forth above in deciding to accept this conditional offer of employment. You may fax a signed copy, if you wish, to our confidential fax at (949) 797-0532. Feel free to
call if you have questions. We look forward to having you join the Autobytel Inc. team. 
  

	
	 /s/ Curtis DeWalt

	Curtis DeWalt


 Best regards, 
 Autobytel Inc. 
  

	
	 /s/ Lorna Larson

	Lorna Larson
	VP, Human Resources