Common use of Change of Control Agreements Clause in Contracts

Change of Control Agreements. The Executive and Company agree that the Change of Control Agreement entered into between the parties concurrent with this Agreement (the “Hologic Change of Control Agreement’) shall provide, subject to and conditioned upon the consummation of the Merger, that the payment of any Retention Bonus, issuance of Restricted Stock Units and for severance provided under this Agreement shall not be taken into consideration when determining and/or calculating the Executive’s Annual Base Salary, Annual Bonus, Average Annual Bonus, Change of Control Payments or Special Bonus thereunder (as such terms are defined or used in the Hologic Change of Control Agreement). The Change of Control Agreement, as amended, entered into by and between Cytyc and Executive with an effective date of July 23, 2003 attached hereto as Exhibit C (the “Cytyc Change of Control Agreement”) shall remain in full force and effect in accordance with its original terms, other than payment of the Change of Control payment provided for under Section 2(a)(i)(B) therein, which shall be paid to Executive by Cytyc immediately prior to and subject to the consummation of the Merger.