Sample Business Contracts

Employment Agreement [Amendment No. 1] - Nanogen Inc. and Clare Bromley III

Employment Forms

  • Employment Agreement. Employers can customize an employment agreement that states the salary, benefits, working hours and other important provisions for their new or existing employee.
  • Consulting Agreement. Answer simple questions to build a contract with a consultant. Specify the services rendered, when payment is due, as well as IP rights.
  • Commission Agreement. Employers who compensate their sales employees based on commissions can prepare an agreement to reduce misunderstandings by specifying the base salary and how commissions are calculated.
  • Executive Employment Agreement. Companies may offer their business executives a contract that is different from the one provided to their regular employees. Executive employment agreements may be more complex because the compensation structure may include a combination of salary and commissions, provide for bonuses based on sales, stock or other financial targets, and include non-compete, confidentiality and severance provisions.
  • Sales Representative Contract. Independent sales representatives offer companies the potential to increase the sale of products or services without the burden of increasing headcount. Both parties should understand how commissions are calculated, when commissions will be paid, as well as how the representative will treat confidential information from the company and whether the representative may also sell a competing line of products or services.
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         This First Amendment to Employment Agreement ("Amendment"), effective
as of July 28, 2000, is made by and between NANOGEN, INC., a Delaware
corporation (the "Company"), and CLARE BROMLEY, III (the "Executive").


         WHEREAS, the Company and Executive have entered into an Employment
Agreement, dated October 29, 1999 (the "Employment Agreement"); and

         WHEREAS, the Company and Executive wish to amend the Employment
Agreement as described herein.

         NOW, THEREFORE, the Company and Executive, in consideration of the
mutual promises set forth herein, agree as follows:


1.       RENEWAL. In Article I, Section B RENEWAL, the last sentence of the
         second paragraph shall be amended to decrease the number of months from
         "18" to "6", during which the Executive shall be paid his salary and
         benefits after termination as described therein.

2.       SECTION 280G. In Article III, Section E SECTION 280G relating to
         restrictions on payments made pursuant to the Employment Agreement that
         may be considered "excess parachute payments" during Change of Control
         events as defined therein, shall be deleted in its entirety.

3.       REMAINDER OF AGREEMENT. The other terms and conditions contained in the
         Employment Agreement shall remain in effect pursuant to the Employment
         Agreement and such terms and conditions, where applicable, shall also
         govern this Amendment.

4.       GOVERNING LAW. This Amendment shall be construed in accordance with the
         laws of the State of California, notwithstanding its conflicts of law

5.       EXECUTIVE ACKNOWLEDGMENT. Executive acknowledges (a) that he has
         consulted with or has had the opportunity to consult with independent
         counsel of his own choice concerning this Amendment, and has been
         advised to do so by the Company, and (b) that he has read and
         understands this Amendment, is fully aware of its legal effect, and has
         entered into it freely based on his own judgment.

6.       COUNTERPARTS. This Amendment may be executed in one or more
         counterparts, all of which taken together constituted one and the same


         Executed by the parties as of the day and year first above written.

                                   NANOGEN, INC.

                                          /s/Howard C. Birndorf
                                            Howard C. Birndorf
                                            Chairman  and  Chief
                                            Executive Officer


                                         /s/Clare Bromley, III
                                            Clare Bromley, III