0000950133-07-000369 Sample Contracts

CHANGE IN CONTROL EMPLOYMENT AGREEMENT
Change in Control Employment Agreement • February 2nd, 2007 • Digene Corp • In vitro & in vivo diagnostic substances • Maryland

The Board of Directors of the Company (the “Board”) has determined that it is in the best interests of the Company and its stockholders to assure that the Company and its subsidiaries will have the continued dedication of the Employee, notwithstanding the possibility, threat, or occurrence of a Change in Control (as defined below) of the Company. The Board believes it is imperative to diminish the inevitable distraction of the Employee by virtue of the personal uncertainties and risks created by a threatened or pending Change in Control, to encourage the Employee’s full attention and dedication to the Company currently and in the event of any threatened or pending Change in Control, and to provide the Employee with compensation arrangements upon a Change in Control that provide the Employee with individual financial security and which are competitive with those of other comparably situated companies and, in order to accomplish these objectives, the Board has authorized the Company to e

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EMPLOYMENT AGREEMENT
Employment Agreement • February 2nd, 2007 • Digene Corp • In vitro & in vivo diagnostic substances • Maryland

This EMPLOYMENT AGREEMENT, dated as of November 13, 2006, is by and between Daryl J. Faulkner (the “Executive”) and Digene Corporation, a Delaware corporation (the “Company”). The Executive and the Company agree as follows:

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