Kintera, Inc. Board of Directors Appointment Letter Agreement with Director

Summary

This agreement is an invitation from Kintera, Inc. to an individual to serve as a member of its Board of Directors for a one-year term. The director will attend quarterly in-person meetings and additional telephonic meetings as needed, with travel expenses reimbursed. Compensation includes a monthly stipend and a stock option grant that vests over four years, with accelerated vesting upon a change in control. The director must also sign indemnity, confidentiality, and inventions disclosure agreements. Appointment is subject to Board approval after all documents are signed.

Read More Arrow
EX-10.8 9 a2120954zex-10_8.htm EXHIBIT 10.8
QuickLinks -- Click here to rapidly navigate through this document


Exhibit 10.8

DATE

NAME

    Re:
    Board of Directors of Kintera, Inc.

Dear NAME:

        I am pleased to formally invite you to serve on the Board of Directors (the "Board") of Kintera, Inc. ("Kintera"). I am happy that you will take advantage of this opportunity to participate in our growth and success.

        As I mentioned, part of Kintera's growth strategy is to complete our initial public offering ("IPO") in the fourth quarter of this fiscal year. As a director, you will be an important part of the IPO process.

        Board members will serve on the Board for one (1) year terms. It is expected that there will be four (4) quarterly, in-person meetings of the Board each year and telephonic meetings as needed. Kintera will reimburse members for their reasonable out-of-pocket costs of travel to the in-person meetings.

        As a member of the Board, you will receive an option to acquire one hundred thousand (100,000) shares of the common stock of Kintera (the "Option"). The Option will vest daily over four (4) years and will be conditioned upon your continued status as a director of Kintera. The Option will become fully vested immediately prior to a change in control of Kintera. The exercise price of the Option will be based on the fair market value of the common stock of Kintera on the date of grant. In addition, you will be paid a stipend of $1,000 per month, which shall be paid to you on a quarterly basis. Each Board member will also be party to an Indemnity Agreement and Confidentiality and Inventions Disclosure Agreement with Kintera. I have included these agreements with this letter.

        Please execute below in the space provided and return this letter to me at the above address. In addition, please sign the enclosed agreements regarding indemnity, confidentiality and inventions disclosure and return them with the signed letter to me at the above address. In addition, please execute and return the enclosed consent so that we may use your name as a director in documents related to the IPO. Shortly after receipt of your signature on this letter and the other agreements, the Board will consider and act on a formal resolution to confirm your appointment to the Board.

NAME   DATE
Page 2

        I am confident that you can be an integral part of our team. We hope to complete our Board appointments as soon as possible, so I would appreciate a response from you by                        .

        If you have any questions, please don't hesitate to call me at (858)  ###-###-####.

    Very truly yours,
       
    Kintera, Inc.
       
    By:     
Harry E. Gruber
CEO and Chairman of the
Board of Directors

AGREED TO AND ACCEPTED
this        day of                               2003:

By:     
    
Name:     
    


QuickLinks

    Exhibit 10.8