Sample Business Contracts

Consultant Agreement - eResearchTechnology and Joel Morganroth

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                        Enabling the Clinical Advantage

          A Wholly Owned Subsidiary of Premier Research Worldwide, Ltd


The following agreement is hereby entered into between, Joel Morganroth, M.D.,
P.C. (hereinafter known as Consultant) and eResearchTechnology (together with
its affiliated corporations hereinafter known as the "Company") and having its
principal offices at 30 S. 17th Street, Philadelphia, PA 19103


              a)  Consultant agrees to serve as Medical Director and/or
                  principal investigator and to advise the Company on matters
                  related to the successful operation of the Company's Clinical
                  Research Business unit.

              b)  Consultant agrees to provide medical interpretation for
                  diagnostic tests as such reading is from time to time


           Consultant will conduct himself in a professional and ethical manner
           at all times and will comply with all Company policies as well as all
           State and Federal regulations and laws as they may apply to the
           services, products, and business of the Company.

        3. Compensation

              a)  Fees shall be $156,000/year payable in twelve equal
                  installments by the 15th of each month

              b)  Consultant will be reimbursed for reasonable out of picket
                  disbursement properly documented.

              c)  Consultant agrees to maintain his medical licenses as required
                  to carry out the duties described herein.

              d)  Consultant shall be acting as an independent contractor and
                  not as an employee of the Company. Payment of any tax and/or
                  social security liabilities relative to this compensation
                  shall be the responsibility of the Consultant.




           Consultant acknowledges that consultancy for the Company requires him
           to have access to confidential information and material belonging to
           the Company, including customer lists, contracts, proposals,
           operating procedures, and trade secrets. Upon termination of the
           consulting relationship for any reason, Consultant agrees to return
           to the Company any such confidential information and material in his
           possession with no copies thereof retained. Consultant further
           agrees, whether during the term of this agreement with the Company or
           any time after the termination thereof (regardless of the reason for
           such termination), he will not disclose nor use in any manner, any
           confidential or other material relating to the business, operations,
           or prospects of the Company except as authorized in writing by the

        5. INVENTIONS

              a)  Consultant agrees to promptly disclose to the Company each
                  discovery, improvement, or invention conceived, made, or
                  reduced to practice during the term of employment. Consultant
                  further agrees to grant to the Company the entire interest in
                  all of such discoveries, improvements, and inventions and to
                  sign all patent/copyright applications or other documents
                  needed to implement the provisions of this paragraph without
                  additional consideration. Consultant further agrees that all
                  works of authorship subject to statutory copyright protection
                  developed jointly or solely, while employed shall be
                  considered property of the Company and any copyright thereon
                  shall belong to the Company. Any invention, discovery, or
                  improvement conceived, made, or disclosed, during the one year
                  period following the termination of this agreement shall be
                  deemed to have been made, conceived, or discovered during the
                  term hereof.

              b)  If publication of data generated from studies conducted under
                  the auspices of the Company is anticipated, Consultant agrees
                  to obtain permission from the Company for such publication


           Employee hereby assures the Company that he/she is not currently
           restricted by any existing employment or non-compete agreement that
           would conflict with the terms of this Agreement.


           The term of this Agreement is one year commencing from January 1,
           2000 and will continue from year to year unless terminated.



        8. TERMINATION

              a)  The Company may terminate consulting services at any time upon
                  without the need to show cause upon 180 days written notice to

              b)  The Company may terminate consulting services without notice
                  for failure to meet obligations under the Agreement. The
                  following, as determined by the Company in its reasonable
                  judgement, shall constitute failure to meet these obligations:

                    (1)  Consultant's failure to perform services defined under
                         the scope of the project.
                    (2)  Any misconduct which is injurious to the business or
                         interests of the Company.
                    (3)  Violation of any federal, state, or local law
                         applicable to the business of the Company.
                    (4)  Any material breach of this agreement.

              c)  Consultant may terminate employment at any time upon 60 days
                  written notice to the Company.


              a)  This Agreement and any disputes arising herefrom shall be
                  governed by Pennsylavnia law.

              b)  In the event that any provision of this Agreement is held to
                  be invalid or unenforceable for any reason, including without
                  limitation the geographic or business scope or duration
                  thereof, this Agreement shall be construed as if such
                  provision had been more narrowly drawn so as not to be invalid
                  or unenforceable.

              c)  This Agreement supersedes all prior agreements, arrangements,
                  and understandings, written or oral, relating to the subject

              d)  The failure of either party at any time or times to require
                  performance of any provision hereof shall in no way affect the
                  right at a later time to enforce the same.

For Consultant:                            For the Company:

/s/ Joel Morganroth                        /s/ Joseph Esposito
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Date:    1-1-2000                          Date:     1/1/2000
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