Severance and Change in Control Agreement Sample Contracts

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • February 25th, 2021 • Kbr, Inc. • Heavy construction other than bldg const - contractors • Texas

THIS SEVERANCE AND CHANGE IN CONTROL AGREEMENT (“Agreement”) is made by and between KBR Technical Services, Inc., a Delaware corporation (“Employer”), KBR, Inc., a Delaware corporation and parent company of Employer (“Company”), and _______________ (“Executive”).

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SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • April 25th, 2024 • Sage Therapeutics, Inc. • Pharmaceutical preparations • Massachusetts

This Severance and Change in Control Agreement (this “Agreement”) is made as of September 15, 2015 by and between Sage Therapeutics, Inc., a Delaware corporation (the ‘Company”), and Anne Marie Cook (the “Executive”) and shall become effective on the date of hire with the Company.

EX-10.2 3 dex102.htm SEVERANCE AND CHANGE IN CONTROL AGREEMENT SEVERANCE AND CHANGE IN CONTROL AGREEMENT Dennis Kish Address on File Dear Dennis:
Severance and Change in Control Agreement • May 5th, 2020

This Severance and Change in Control Agreement (this “Agreement”) amends the employment letter agreement dated December 5, 2010 (the “Prior Agreement”), by and between Atheros Communications, Inc. (the “Company”) and you. This Agreement supersedes any written or verbal relating to severance payments and benefits, including payments and benefits upon termination in the event of a change in control of the Company.

AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • October 25th, 2011 • Anadys Pharmaceuticals Inc • Pharmaceutical preparations • California

This AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT (the “Agreement”) is made and entered into effective as of August 25, 2011, (the “Effective Date”), by and between ANADYS PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and (the “Executive”). The Company and the Executive are hereinafter collectively referred to as the “Parties”, and individually referred to as a “Party”. From and following the Effective Date, this Agreement shall replace and supersede that certain Amended and Restated Severance and Change in Control Agreement between Executive and the Company entered into as of (the “Prior Agreement”).

SEVERANCE AND CHANGE IN CONTROL AGREEMENT (Amended and Restated as of March 11, 2013)
Severance and Change in Control Agreement • March 14th, 2013 • Stec, Inc. • Computer storage devices • California

THIS AGREEMENT, effective as of March 11, 2013 (the “Effective Date”), is made by and between STEC, Inc., a California corporation, (the “Company”) and RAYMOND D. COOK (the “Executive”), a resident of the State of California.

FORM OF SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • July 21st, 2020 • Aar Corp • Aircraft & parts • Illinois

This Severance and Change in Control Agreement (“Agreement”) is made and entered into as of the [__] day of [_______], 20[__], by and between AAR CORP., a Delaware corporation (the “Company”), and [_________] (“Employee”).

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • March 14th, 2022 • Resonant Inc • Semiconductors & related devices • California

This Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between [___________] (“Executive”) and Resonant Inc., a Delaware corporation (the “Company”), effective as of the Executive’s first date of employment with the Company (the “Effective Date”). Certain capitalized terms used in the Agreement are defined in Section 6 below.

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • May 7th, 2015 • Aveo Pharmaceuticals Inc • Pharmaceutical preparations • Massachusetts

THIS SEVERANCE AND CHANGE IN CONTROL AGREEMENT (the “Agreement”), made this 9th day of January 2015 (the “Effective Date”), is entered into by AVEO Pharmaceuticals, Inc., a Delaware corporation with its principal place of business at 650 East Kendall Street, Cambridge, MA 02142 (the “Company”), and Michael N. Needle, M.D. (the “Employee”).

SEVERANCE and CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • May 9th, 2019 • Zafgen, Inc. • Pharmaceutical preparations • Massachusetts

This Severance and Change in Control Agreement (this “Agreement”) is made as of March 4, 2019 by and between Zafgen, Inc., a Delaware corporation (the “Company”), and Priya Singhal, MD, (the “Employee”).

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • April 6th, 2015 • Arcadia Biosciences, Inc. • Agricultural chemicals • California

This Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between [Executive Name] (“Executive”) and Arcadia Biosciences, Inc. (the “Company”), effective as of the latest date set forth by the signatures of the parties hereto below (the “Effective Date”).

PREAMBLE --------
Severance and Change in Control Agreement • October 2nd, 1998 • Galoob Toys Inc • Games, toys & children's vehicles (no dolls & bicycles)
AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • March 31st, 2009 • Corcept Therapeutics Inc • Pharmaceutical preparations • California

THIS AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT (“Agreement”) dated as of September 19, 2008 (the “Effective Date”) is entered into by and between Joseph K. Belanoff, MD, Chief Executive Officer (“Executive”) and Corcept Therapeutics Incorporated, a Delaware corporation (the “Company”).

LETTER AGREEMENT
Severance and Change in Control Agreement • August 7th, 2014 • Amicus Therapeutics Inc • Pharmaceutical preparations

On behalf of Amicus Therapeutics, Inc., (the “Company”), this Letter Agreement, dated as of November 16, 2013, shall serve to confirm our agreement in the event Amicus terminates your employment without cause or in the event of a Change in Control, Sale or Merger of the Company. By accepting the terms of this Letter Agreement, you agree that the rights identified in this Letter Agreement contain the complete understanding between you and the Company related to Severance and Change in Control payments and supersedes and replaces all previous agreements related to such payments. The November 16, 2013 Offer of Employment Letter countersigned by you, a copy of which is attached hereto, shall otherwise remain in full force and effect and is hereby confirmed and ratified.

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • December 27th, 2021 • SOC Telemed, Inc. • Services-misc health & allied services, nec • Virginia

This Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between David Mikula (“Executive”) and SOC Telemed, Inc., a Delaware corporation (the “Company”), effective as of November 1, 2021 (the “Effective Date”).

SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT
Severance and Change-in-Control Agreement • February 24th, 2023 • Evolent Health, Inc. • Services-management services

THIS SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), dated as of January 27, 2021 (the “Effective Date”), is made by and between Evolent Health, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and Dan McCarthy (“Executive”).

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • June 18th, 2020 • First Defiance Financial Corp • Savings institution, federally chartered • Ohio

THIS SEVERANCE AND CHANGE IN CONTROL AGREEMENT (this “Agreement”), is entered into this ___ day of _____, 20__ (“Effective Date”) by and among United Community Financial Corp., a bank holding company incorporated under Ohio law (“UCFC”), Home Savings Bank, an Ohio charted bank (“Home Savings”) (collectively with UCFC, the “Company”) and _________, an individual (hereinafter referred to as the “Executive”).

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • March 14th, 2022 • Aveo Pharmaceuticals, Inc. • Pharmaceutical preparations • Massachusetts

THIS SEVERANCE AND CHANGE IN CONTROL AGREEMENT (the “Agreement”), made this 10th day of March 2021 (the “Effective Date”), is entered into by AVEO Pharmaceuticals, Inc., a Delaware corporation with its principal place of business at 30 Winter Street Boston, MA 02108 (the “Company”), and Michael Ferraresso (the “Employee”).

TUSIMPLE HOLDINGS INC. SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • March 23rd, 2021 • TuSimple Holdings Inc. • Services-computer integrated systems design • California

This Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between Xiaodi Hou (“Executive”) and TuSimple Holdings Inc., a Delaware corporation (the “TuSimple”), effective as of the date specified in Section 1 below.

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • November 13th, 2024 • Beazer Homes Usa Inc • Operative builders • Delaware

THIS SEVERANCE AND CHANGE IN CONTROL AGREEMENT (this “Agreement”) is entered into effective as of August 1, 2024 (the “Effective Date”), by and between Beazer Homes USA, Inc., a Delaware corporation (the “Company”), and Michael A. Dunn (“Executive”).

CPI AEROSTRUCTURES, INC. Severance and Change in Control Agreement
Severance and Change in Control Agreement • August 19th, 2024 • Cpi Aerostructures Inc • Aircraft parts & auxiliary equipment, nec • New York

This Severance and Change in Control Agreement (“Agreement”) made and entered into as of August 19, 2024 (the “Effective Date”), by and between CPI Aerostructures, Inc., a New York corporation (“Company”), and Philip Passarello (“Employee”).

SABINE OIL & GAS CORPORATION SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • January 7th, 2015 • Sabine Oil & Gas Corp • Crude petroleum & natural gas • Texas

This Severance and Change in Control (the “Agreement”) is entered into as of January 6, 2015 (the “Effective Date”), by and between Sabine Oil & Gas Corporation (“Sabine”) and Michael Magilton (“Executive”).

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AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • December 8th, 2011 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles) • Massachusetts

AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT executed December 8, 2011 as of March 9, 2011, by and between SMITH & WESSON HOLDING CORPORATION, a Nevada corporation (“Employer”), and BARRY WILLINGHAM (“Employee”).

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • May 15th, 2023 • Quest Resource Holding Corp • Refuse systems • Texas

SEVERANCE AND CHANGE IN CONTROL AGREEMENT (this “Agreement”) as of May 12, 2023, by and between QUEST RESOURCE HOLDING CORPORATION, a Nevada corporation (“Employer”), and BRETT W. JOHNSTON (“Employee”).

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • May 4th, 2012 • Material Sciences Corp • Coating, engraving & allied services • Illinois

SEVERANCE AND CHANGE IN CONTROL AGREEMENT (the “Agreement”), effective as of July 1, 2011 (the “Effective Date”), by and between Material Sciences Corporation, a Delaware corporation (the “Company”), and (the “Executive”).

FIRST AMENDMENT TO SEVERANCE and CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • March 5th, 2020 • Zafgen, Inc. • Pharmaceutical preparations • Massachusetts

This First Amendment to Severance and Change in Control Agreement (this “Amendment”) is entered into and effective as of September 12, 2019, by and between Zafgen, Inc., a Delaware corporation (the “Company”), and Priya Singhal, MD (the “Employee”).

EXHIBIT 10.13 [AMICUS THERAPEUTICS LOGO] LETTER AGREEMENT
Severance and Change in Control Agreement • March 30th, 2007 • Amicus Therapeutics Inc • Pharmaceutical preparations
SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • May 5th, 2009 • Altus Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • Massachusetts

This Agreement (the “Agreement”) is entered into as of the 30th day of April, 2009 by and between Altus Pharmaceuticals Inc., a Delaware corporation (the “Company”), and Thomas J. Phair, Jr. (the “Executive”).

COUPA SOFTWARE INCORPORATED AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • December 3rd, 2019 • Coupa Software Inc • Services-prepackaged software • California

This Amended and Restated Severance and Change in Control Agreement (the “Agreement”) is made and entered into by and between Mark Riggs (the “Executive”) and Coupa Software Incorporated, a Delaware corporation (the “Company”), effective as of the date specified in Section 1 below.

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • August 8th, 2022 • Whitestone REIT • Real estate investment trusts • Texas

THIS SEVERANCE AND CHANGE IN CONTROL AGREEMENT (this “Agreement”), effective as of May 23, 2022 is by and between WHITESTONE REIT, a Maryland real estate trust (the “Company”), and J. SCOTT HOGAN (the “Employee”). The Company and the Employee are sometimes collectively referred to herein as the “Parties.”

AMENDED AND RESTATED SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT
Severance and Change-in-Control Agreement • December 1st, 2020 • Aaron's Company, Inc. • Services-equipment rental & leasing, nec • Georgia

THIS AMENDED AND RESTATED SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), dated as of November 30, 2020 (the “Effective Date”), is made by and between The Aaron’s Company, Inc., a corporation organized under the laws of the State of Georgia (the “Company”) and Douglas A. Lindsay (“Executive”).

SEVERANCE AND CHANGE IN CONTROL AGREEMENT
Severance and Change in Control Agreement • May 7th, 2018 • First Financial Bancorp /Oh/ • National commercial banks • Ohio

This Severance and Change in Control Agreement (the "Agreement") is made and entered into by and between Bradley Ringwald ("Executive") and First Financial Bank (the "Company"), effective as of the Closing date of the Merger of MainSource Financial Group, Inc. (“MSFG”) with and into First Financial Bancorp., the parent organization of the Company (“FFBC”), pursuant to the Agreement and Plan of Merger between MSFG and FFBC dated July 25, 2017 (the "Effective Date").

Severance and Change in Control Agreement
Severance and Change in Control Agreement • June 5th, 2020 • Cloudera, Inc. • Services-prepackaged software • California

This Severance and Change in Control Agreement (the “Agreement”), is entered into as of _________ __, 202_ (the “Effective Date”) by and between ________________ (the “Executive”) and Cloudera, Inc., a Delaware corporation (the “Company”). This Agreement supersedes and replaces in its entirety the Severance and Change in Control Agreement, including the Executive Addendum attached thereto as well as any amendments to such agreement and addendum, previously entered into by and between the Executive and the Company dated on or about ________, 20___.

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