Change In Control Letter Agreement Sample Contracts

Executive Severance and Change in Control Letter Agreement (November 5th, 2015)

This Executive Severance and Change in Control Letter Agreement (the "Agreement") is made and entered into effective as of August 31, 2015 by and between ChannelAdvisor Corporation ("ChannelAdvisor") and Mark E. Cook ("You") to set forth certain obligations if Your employment with ChannelAdvisor is terminated under different scenarios.

Amended and Restated Executive Severance and Change in Control Letter Agreement (February 26th, 2015)

This Amended and Restated Executive Severance and Change in Control Letter Agreement (the "Agreement") is made and entered into effective as of December 17, 2014 by and between ChannelAdvisor Corporation ("ChannelAdvisor") and David Spitz ("You") to set forth certain obligations if Your employment with ChannelAdvisor is terminated under different scenarios. This Agreement amends and restates in its entirety the Executive Severance and Change of Control Letter Agreement between You and ChannelAdvisor dated May 23, 2013, and is effective as of the date above.

Amended and Restated Executive Severance and Change in Control Letter Agreement (February 26th, 2015)

This Amended and Restated Executive Severance and Change in Control Letter Agreement (the "Agreement") is made and entered into effective as of December 17, 2014 by and between ChannelAdvisor Corporation ("ChannelAdvisor") and John Baule ("You") to set forth certain obligations if Your employment with ChannelAdvisor is terminated under different scenarios. This Agreement amends and restates in its entirety the Executive Severance and Change of Control Letter Agreement between You and ChannelAdvisor dated May 23, 2013, and is effective as of the date above.

Executive Severance and Change in Control Letter Agreement (February 26th, 2015)

This Executive Severance and Change in Control Letter Agreement (the "Agreement") is made and entered into effective as of December 17, 2014 by and between ChannelAdvisor Corporation ("ChannelAdvisor") and Diana Semel Allen ("You") to set forth certain obligations if Your employment with ChannelAdvisor is terminated under different scenarios.

LoJack – Addendum to Change in Control Letter Agreement (March 15th, 2013)

Reference is hereby made to the Change in Control Letter Agreement, dated ______, 20__ (the "Agreement"), by and between LoJack Corporation, a Massachusetts corporation (the "Company"), and ________ ("Executive"). Capitalized terms used herein and not defined shall have the meanings set forth in the Agreement.

[Form of Amended and Restated Severance/Change in Control Letter Agreement Between the Company and Its Executive Officers] (February 27th, 2013)

The purpose of this Letter Agreement is to set forth our agreement in regard to your severance arrangement. Although your employment is "at will" and may be terminated by you or Rimage Corporation ("Rimage") at any time for any reason, Rimage has agreed to provide you with a particular severance pay benefit in the event Rimage terminates your employment without Cause (as defined below) or, for the specified periods identified below following the date of this Letter Agreement or following a Change in Control (as defined below), you terminate your employment for Good Reason (as defined below). Terms not otherwise defined in this letter (the "Letter Agreement") shall have the meaning given such terms on Schedule 1, which is incorporated herein by reference. Rimage's obligation to you under this Letter Agreement is, among the other requirements set forth below, subject to the condition that you execute a Nondisclosure and Noncompetition Agreement in the form attached as Exhibit A, which is

[Form of Amended and Restated Severance/Change in Control Letter Agreement Between the Company and Its Executive Officers] December 28, 2012 (January 4th, 2013)

The purpose of this Letter Agreement is to set forth our agreement in regard to your severance arrangement. Although your employment is "at will" and may be terminated by you or Rimage Corporation ("Rimage") at any time for any reason, Rimage has agreed to provide you with a particular severance pay benefit in the event Rimage terminates your employment without Cause (as defined below) or, for the specified periods identified below following the date of this Letter Agreement or following a Change in Control (as defined below), you terminate your employment for Good Reason (as defined below). Terms not otherwise defined in this letter (the "Letter Agreement") shall have the meaning given such terms on Schedule 1, which is incorporated herein by reference. Rimage's obligation to you under this Letter Agreement is, among the other requirements set forth below, subject to the condition that you execute a Nondisclosure and Noncompetition Agreement in the form attached as Exhibit A, which is

Re: Change in Control Letter Agreement (June 23rd, 2009)

BakBone Software, Incorporated, a Canadian corporation (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Amendment to Change in Control Letter Agreement (February 27th, 2009)

This amendment (the Amendment) is to the change in control severance letter between Gerald L. Hassell (the Executive) and The Bank of New York Company, Inc., dated July 11, 2000 (the Agreement).

Amendment to Change in Control Letter Agreement (February 27th, 2009)

This amendment (the Amendment) is to the change in control severance letter between Thomas P. Gibbons (the Executive) and The Bank of New York Company, Inc., dated July 11, 2000 (the Agreement).

Re: Change in Control Letter Agreement (February 9th, 2009)

BakBone Software, Incorporated, a Canadian corporation (the Company), desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

July 2, 2007 Re: Change in Control Letter Agreement Dear Dan: (February 3rd, 2009)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (August 26th, 2008)

BakBone Software Incorporated, a Canadian corporation (the Company), desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (July 25th, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (July 25th, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (January 23rd, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (January 23rd, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

January 18, 2006 Charles Giametta (January 23rd, 2006)
Re: Change in Control Letter Agreement (January 23rd, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (January 23rd, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (January 23rd, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (January 23rd, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

January 17, 2006 Christopher K. Ross (January 23rd, 2006)
Re: Change in Control Letter Agreement (January 23rd, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below:

Re: Change in Control Letter Agreement (January 23rd, 2006)

BakBone Software, Inc. (the Company) desires, for its continued success, to have the benefit of experienced management personnel. The Board of Directors of the Company therefore believes that it is in the best interests of the organization that, in the event of any prospective Change in Control (as hereinafter defined) of the Company, you be reasonably secure in your employment and position with the Company. In addition, in the event of a Change in Control, the Board of Directors also wants to enable you to exercise independent judgment as to the best interests of the Company and its stockholders without the distraction of any personal uncertainties or risks regarding your continued employment with the Company. In consideration of the foregoing, we are offering you the additional benefits outlined below: