0001193125-06-160304 Sample Contracts

EXECUTIVE CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • August 3rd, 2006 • GTC Biotherapeutics Inc • Biological products, (no disgnostic substances) • Massachusetts

This Executive Change in Control Agreement (this “Agreement”) is dated as of , 200 by and between GTC Biotherapeutics, Inc. (the “Company”), a Massachusetts corporation with its principal executive offices at 175 Crossing Boulevard, 4th Floor, Suite 410, Framingham, MA 01702-9322; and (“Executive”).

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MANAGEMENT AGREEMENT
Management Agreement • August 3rd, 2006 • GTC Biotherapeutics Inc • Biological products, (no disgnostic substances) • Massachusetts

This Severance Agreement, dated as of , 200 is among GTC Biotherapeutics, Inc., a Massachusetts corporation (together with its affiliates and subsidiaries, ‘GTC’) with its principal offices at 175 Crossing Blvd., Framingham, MA 01702, and (the ‘Employee) residing at .

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