0001047469-03-041844 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 23rd, 2003 • Transaction Systems Architects Inc • Services-prepackaged software • Delaware

This Indemnification Agreement (this “Agreement”) is made as of the date set forth on the signature page of this Agreement by and between Transaction Systems Architects, Inc., a Delaware corporation (the “Company”), and the person whose name appears on the signature page of this Agreement (“Indemnitee”). The Company and Indemnitee are referred to collectively in this Agreement as the “Parties.”

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SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement • December 23rd, 2003 • Transaction Systems Architects Inc • Services-prepackaged software • Nebraska

IT IS HEREBY AGREED by and between Dwight Hanson (“HANSON”) and Transaction Systems Architects, Inc. and its subsidiaries (collectively, “TSA”), in consideration for the mutual promises contained herein, as follows:

SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement • December 23rd, 2003 • Transaction Systems Architects Inc • Services-prepackaged software

IT IS HEREBY AGREED by and between David Stokes (“STOKES”) and Transaction Systems Architects, Inc., and its subsidiaries (collectively, “TSA”), in consideration for the mutual promises contained herein, as follows:

SEVERANCE COMPENSATION AGREEMENT (CHANGE IN CONTROL)
Severance Compensation Agreement • December 23rd, 2003 • Transaction Systems Architects Inc • Services-prepackaged software • Nebraska

SEVERANCE COMPENSATION AGREEMENT dated as of , 2003 between Transaction Systems Architects, Inc., a Delaware corporation (the “Company”), and (the “Executive”).

SEVERANCE COMPENSATION AGREEMENT
Severance Compensation Agreement • December 23rd, 2003 • Transaction Systems Architects Inc • Services-prepackaged software • Nebraska

SEVERANCE COMPENSATION AGREEMENT dated as of , 2003 between Transaction Systems Architects, Inc., a Delaware corporation (the “Company”), and the executive whose name appears on the signature page of this Agreement (the “Executive”).

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • December 23rd, 2003 • Transaction Systems Architects Inc • Services-prepackaged software • Nebraska

This Second Amended and Restated Employment Agreement ("Agreement") is made as of December 15, 2003, by and between Transaction Systems Architects, Inc., a Delaware corporation, ("Employer") and Gregory D. Derkacht ("Employee").

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