Exhibit 10.42
[eResearchTechnology, Inc. Letterhead]
CONSULTANT AGREEMENT
ADDENDUM
This Amendment (this "Amendment") to Consultant Agreement dated May 21,
2001, and amended on December 30, 2002 and December 30, 2003, (collectively, the
"Agreement") is made this 8th day of February 2005 between eResearchTechnology,
Inc. ("Company") and Xxxx Xxxxxxxxxx ("Executive").
Company and Executive are parties to the Agreement. Company and
Executive now desire to amend a certain provision of the Agreement as set forth
in this Amendment, which shall be effective on January 1, 2005.
Capitalized terms used but not defined herein shall have the meaning
given to them in the Agreement.
NOW, THEREFORE, Company and Executive, each intending to be legally
bound hereby, agree as follows:
1. The Agreement is hereby amended as follows:
1.1 Section 3. a) is hereby amended and restated to read in its
entirety as follows:
Base fees shall be $264,000/year payable in twelve equal installments
of $22,000 by the 15th of each month. Consultant will be eligible for
incentive compensation to be determined by the Board of Directors.
2. Miscellaneous
2.1 All references to the Agreement in any documents and instruments
executed by the parties in connection with the Agreement shall
be deemed to refer to the Agreement as the same has been amended
through the date hereof, and as the same may be amended in the
future.
2.2 This Amendment may be executed in any number of counterparts and
each such counterpart shall be deemed an original, but all such
counterparts shall constitute but one and the same agreement.
2.3 The Agreement and this Amendment may be modified or amended by
the parties hereto only by a written agreement executed by both
parties.
2.4 Except as expressly amended hereby, all of the terms and
provisions of the Agreement shall remain in full force and
effect and are hereby ratified and confirmed in every aspect.
2.5 This Amendment shall be governed by and construed in accordance
with the internal laws of the Commonwealth of Pennsylvania,
without regard to conflicts of laws principles.
IN WITNESS WHEREOF, the undersigned have caused this Amendment to be
executed on the date first written above.
By: /s/ Xxxx Xxxxxxxxxx By: /s/ Xxxxx Xxxxxxx
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Xxxx Xxxxxxxxxx Xxxxx Xxxxxxx
Title: Sr. Vice President & Chief
Financial Officer
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