0001047469-03-011406 Sample Contracts

AMENDED AND RESTATED CHANGE-IN-CONTROL AGREEMENT FOR CERTAIN EXECUTIVES OF SYNAVANT Inc.
Synavant Inc • April 1st, 2003 • Services-management consulting services • Georgia

On October 24, 2000, Synavant Inc. (the "Company") entered into a Tier I Change-in-Control Agreement for Certain Executives of Synavant Inc. with you (the "Prior Agreement"). Under the Prior Agreement, the Board of Directors of the Company (the "Board") recognized that that the possibility of a change in ownership or control of the Company could result in your departure or distraction to the detriment of the Company and its stockholders. Additionally, under the Prior Agreement, the Company determined that your ability to perform your responsibilities and utilize your talents for the benefit of the Company, and the Company's ability to retain you as an employee, would be significantly enhanced if you were provided with fair and reasonable protection from the risks of a change in ownership or control of the Company. Accordingly, in order to induce you to remain in the employ of the Company, the Company agreed to provide you with certain rights in the event of a termination of your employ

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EMPLOYMENT AGREEMENT
Employment Agreement • April 1st, 2003 • Synavant Inc • Services-management consulting services • Georgia

WHEREAS, the Company has executed or will execute an Asset Purchase Agreement for the sale of a majority of the assets of the Company (the "Asset Purchase Agreement") and has executed or will execute an Agreement and Plan of Merger in connection with the acquisition of the Company pursuant to a merger, with the Company surviving as a wholly owned subsidiary (the "Merger Agreement");

EMPLOYMENT AGREEMENT
Employment Agreement • April 1st, 2003 • Synavant Inc • Services-management consulting services • England

WHEREAS, the Company has executed or will execute an Asset Purchase Agreement for the sale of a majority of the assets of the Company (the "Asset Purchase Agreement") and has executed or will execute an Agreement and Plan of Merger in connection with the acquisition of the Company pursuant to a merger, with the Company surviving as a wholly owned subsidiary (the "Merger Agreement");

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