EXECUTIVE AGREEMENTExecutive Agreement • April 4th, 2007 • Global Imaging Systems Inc • Wholesale-professional & commercial equipment & supplies
THIS EXECUTIVE AGREEMENT (this “Agreement”) is made effective for all purposes and in all respects as of the 1st day of April, 2007 by and between (i) Global Imaging Systems, Inc., a Delaware corporation (“Employer” or “Global”), and (ii) Lawrence Paine (“Executive”).
Saturday, March 31, 2007 Paul A. SchulmanGlobal Imaging Systems Inc • April 4th, 2007 • Wholesale-professional & commercial equipment & supplies • New York
SENIOR EXECUTIVE AGREEMENTSenior Executive Agreement • April 4th, 2007 • Global Imaging Systems Inc • Wholesale-professional & commercial equipment & supplies • Florida
THIS AGREEMENT is made effective as of April 1, 2007, between GLOBAL IMAGING SYSTEMS, INC., a Delaware corporation (the “Company”), and CECIL A. MCCLARY (“Executive”).
Saturday, March 31, 2007 Thomas S. Johnson Dade City, FL 33526-2279 Dear Mr. Johnson:Global Imaging Systems Inc • April 4th, 2007 • Wholesale-professional & commercial equipment & supplies • New York
As you know, Xerox Corporation and Global Imaging propose to enter into a merger agreement pursuant to which Xerox will acquire Global Imaging as a wholly owned subsidiary upon the closing of the merger. This offer letter provides a summary of your employment offer. The attached Letter Agreement provides additional details of the terms of your employment, and if you choose to accept this offer, requires your signature by March 31, 2007. This offer letter is contingent on your execution of the Letter Agreement. In the event of any inconsistency between the terms of this offer letter and the Letter Agreement, the terms of the Letter Agreement shall control. In the event that the merger does not close, this offer will be void and of no further force or effect.
Saturday, March 31, 2007 Peter Shoemaker 16624 Sedona de Avila Tampa, FL 33613 Dear Mr. Shoemaker:Retention Letter Agreement • April 4th, 2007 • Global Imaging Systems Inc • Wholesale-professional & commercial equipment & supplies • New York
As you know, Xerox Corporation and Global Imaging propose to enter into a merger agreement pursuant to which Xerox will acquire Global Imaging as a wholly owned subsidiary upon the closing of the merger. This offer letter provides a summary of your employment offer. The attached Letter Agreement provides additional details of the terms of your employment, and if you choose to accept this offer, requires your signature by March 31, 2007. This offer letter is contingent on your execution of the Letter Agreement. In the event of any inconsistency between the terms of this offer letter and the Letter Agreement, the terms of the Letter Agreement shall control. In the event that the merger does not close, this offer will be void and of no further force or effect.
Mutual Non-Disclosure AgreementDisclosure Agreement • April 4th, 2007 • Global Imaging Systems Inc • Wholesale-professional & commercial equipment & supplies • Delaware
Mutual Non-Disclosure Agreement by and between Xerox Corporation, a New York corporation (“Xerox”) and Global Imaging Systems, Inc., a Delaware corporation (“Participant”). In order to explore the possibility of entering into a business relationship (which relationship may take one or more of many forms including, without limitation, joint venture, partnership, investment, equity or asset acquisition, supply agreement or services agreement), Xerox and Participant wish to exchange and protect certain confidential information (as defined below). Therefore, Xerox, for itself and its subsidiaries and affiliates, and Participant, for itself and its subsidiaries and affiliates, (Xerox and Participant are hereinafter each individually referred to as a “Party” and collectively referred to as the “Parties”) agree that:
