0000912057-01-543120 Sample Contracts

PERSONAL & CONFIDENTIAL Mr. Tim McMullen 709 Davis Way Laguna Beach, CA 92651 Re: Amended and Restated Executive Employment Agreement Dear Tim:
Executive Employment Agreement • December 14th, 2001 • Vicinity Corp • Services-business services, nec • Delaware

You and Vicinity Corporation, a Delaware corporation ("Vicinity" or the "Company"), are parties to an Executive Employment Agreement dated April 24, 2001 (the "Original Agreement"), which sets forth, among other things, the terms of your employment with Vicinity. This Amended and Restated Executive Employment Agreement (this "Agreement") supersedes the Original Agreement and any other agreement or policy to which Vicinity is a party with respect to any compensation and benefits payable to you.

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