Change Of Control And Severance Benefits Agreement Sample Contracts

Novacea – Amended and Restated Change of Control and Severance Benefits Agreement (November 7th, 2013)

This AMENDED AND RESTATED CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the "Agreement") is effective the fifteenth day of July 2013 (the "Effective Date"), between TRANSCEPT PHARMACEUTICALS, INC. (the "Company") and John A. Kollins ("Executive"). This Agreement amends and restates in its entirety that certain Change of Control and Severance Benefits Agreement by and between the Executive and the Company dated as of May 31, 2012, as amended (the "Prior Agreement"). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Amended and Restated Change of Control and Severance Benefits Agreement (November 7th, 2013)

This AMENDED AND RESTATED CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the "Agreement") is effective the fifteenth day of July 2013 (the "Effective Date"), between TRANSCEPT PHARMACEUTICALS, INC. (the "Company") and Nikhilesh Singh, Ph.D., ("Executive"). This Agreement amends and restates in its entirety that certain Change of Control and Severance Benefits Agreement by and between the Executive and the Company dated as of April 30, 2009, as amended (the "Prior Agreement"). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Amended and Restated Change of Control and Severance Benefits Agreement (November 7th, 2013)

This AMENDED AND RESTATED CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the "Agreement") is effective the fifteenth day of July 2013 (the "Effective Date"), between TRANSCEPT PHARMACEUTICALS, INC. (the "Company") and Leone Patterson ("Executive"). This Agreement amends and restates in its entirety that certain Change of Control and Severance Benefits Agreement by and between the Executive and the Company dated as of May 22, 2012, as amended (the "Prior Agreement"). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Amended and Restated Change of Control and Severance Benefits Agreement (November 7th, 2013)

This AMENDED AND RESTATED CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the "Agreement") is effective the fifteenth day of July 2013 (the "Effective Date"), between TRANSCEPT PHARMACEUTICALS, INC. (the "Company") and Glenn A. Oclassen ("Executive"). This Agreement amends and restates in its entirety that certain Change of Control and Severance Benefits Agreement by and between the Executive and the Company dated as of April 30, 2009 as amended (the "Prior Agreement"). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Amended and Restated Change of Control and Severance Benefits Agreement (November 7th, 2013)

This AMENDED AND RESTATED CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the "Agreement") is effective the fifteenth day of July 2013 (the "Effective Date"), between TRANSCEPT PHARMACEUTICALS, INC. (the "Company") and Thomas P. Soloway ("Executive"). This Agreement amends and restates in its entirety that certain Change of Control and Severance Benefits Agreement by and between the Executive and the Company dated as of April 30, 2009, as amended (the "Prior Agreement"). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

ImageWare Systems, Inc. – Sixth Amendment to Change of Control and Severance Benefits Agreement (July 10th, 2012)

This Sixth Amendment (the Sixth Amendment) to Change of Control and Severance Benefits Agreement is made this 9th day of July, 2012, by and between ImageWare Systems, Inc., a Delaware corporation (the Company), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the Executive).

ImageWare Systems, Inc. – Contract (July 10th, 2012)
Novacea – Change of Control and Severance Benefits Agreement (June 26th, 2012)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 22nd day of May, 2012 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and Leone Patterson (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (June 4th, 2012)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 31st day of May, 2012 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and John A. Kollins (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

ImageWare Systems, Inc. – Fourth Amendment to Change of Control and Severance Benefits Agreement (January 17th, 2012)

This Fourth Amendment (the "Fourth Amendment") to Change of Control and Severance Benefits Agreement is made this 10h day of March, 2011, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the "Executive").

ImageWare Systems, Inc. – Fourth Amendment to Change of Control and Severance Benefits Agreement (January 17th, 2012)

This Fourth Amendment (the "Fourth Amendment") to Change of Control and Severance Benefits Agreement is made this 10h day of March, 2011, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and Charles AuBuchon, Vice President of Sales, on the other hand (the "Executive").

ImageWare Systems, Inc. – Third Amendment to Change of Control and Severance Benefits Agreement (February 24th, 2010)

This Third Amendment (the "Third Amendment") to Change of Control and Severance Benefits Agreement is made this 10h day of December, 2009, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the "Executive").

ImageWare Systems, Inc. – Second Amendment to Change of Control and Severance Benefits Agreement (February 24th, 2010)

This Second Amendment (the "First Amendment") to Change of Control and Severance Benefits Agreement is made this 6h day of April, 2009, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the "Executive").

ImageWare Systems, Inc. – Second Amendment to Change of Control and Severance Benefits Agreement (February 24th, 2010)

This Second Amendment (the "First Amendment") to Change of Control and Severance Benefits Agreement is made this 6h day of April, 2009, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and Charles AuBuchon, Vice President of Sales, on the other hand (the "Executive").

ImageWare Systems, Inc. – First Amendment to Change of Control and Severance Benefits Agreement (February 24th, 2010)

This First Amendment (the "First Amendment") to Change of Control and Severance Benefits Agreement is made this 27h day of September, 2008, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the "Executive").

ImageWare Systems, Inc. – First Amendment to Change of Control and Severance Benefits Agreement (February 24th, 2010)

This First Amendment (the "First Amendment") to Change of Control and Severance Benefits Agreement is made this 27h day of September, 2008, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and Charles AuBuchon, Vice President of Sales, on the other hand (the "Executive").

ImageWare Systems, Inc. – Third Amendment to Change of Control and Severance Benefits Agreement (February 24th, 2010)

This Third Amendment (the "Third Amendment") to Change of Control and Severance Benefits Agreement is made this 10h day of December, 2009, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and Charles AuBuchon, Vice President of Sales, on the other hand (the "Executive").

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and THOMAS P. SOLOWAY (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and NIPUN DAVAR, PH.D. (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and SUSAN KOPPY (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and MARILYN E. WORTZMAN (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and GLENN A. OCLASSEN (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and NIKHILESH SINGH, PH.D. (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and SHARON SAKAI, PH.D. (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and TERRENCE MOORE (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (August 14th, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 30 day of April, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and DENNIE DYER (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

Novacea – Change of Control and Severance Benefits Agreement (March 31st, 2009)

This CHANGE OF CONTROL AND SEVERANCE BENEFITS AGREEMENT (the Agreement) is entered into this 4th day of March, 2009 (the Effective Date), between TRANSCEPT PHARMACEUTICALS, INC. (the Company) and Joseph T. Kennedy (Executive). This Agreement is intended to provide Executive with the compensation and benefits described herein upon the occurrence of specific events.

ImageWare Systems, Inc. – First Amendment to Change of Control and Severance Benefits Agreement (October 2nd, 2008)

This First Amendment (the "First Amendment") to Change of Control and Severance Benefits Agreement is made this 27h day of September, 2008, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and Charles AuBuchon, Vice President of Sales, on the other hand (the "Executive").

ImageWare Systems, Inc. – First Amendment to Change of Control and Severance Benefits Agreement (October 2nd, 2008)

This First Amendment (the "First Amendment") to Change of Control and Severance Benefits Agreement is made this 27h day of September, 2008, by and between ImageWare Systems, Inc., a Delaware corporation (the "Company"), on the one hand, and David Harding, Vice President of Engineering and Chief Technical Officer, on the other hand (the "Executive").

ImageWare Systems, Inc. – Imageware Systems, Inc. Change of Control and Severance Benefits Agreement (November 3rd, 2005)

This Change of Control and Severance Benefits Agreement (the Agreement) is made and entered into effective as of ___________, 2005 (the Effective Date), by and between Mr. Charles AuBuchon (the Executive) and ImageWare Systems, Inc., a California corporation (the Company). Certain capitalized terms used in this Agreement are defined in Section 1 below.