0001193125-04-217348 Sample Contracts

Re: Amended and Restated Change of Control Agreement
Mercury Interactive Corp • December 21st, 2004 • Services-prepackaged software

Mercury Interactive Corporation (the “Company”) has agreed to extend certain benefits to you in the event your employment with the Company is terminated within eighteen months of a “Change of Control” of the Company. This letter sets out the terms of our agreement (the “Letter”). Capitalized terms are defined on Exhibit A, attached.

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