This excerpt taken from the AREX DEF 14A filed Apr 24, 2009.
Employment Agreements; Other Agreements
We have employment agreements with Messrs. Craft, Reed and Smart that entitle these officers to receive severance payments equal to a specified number of months of base salary if their employment is terminated by the Company other than for cause and, in certain cases, in the event of a change in control or termination for good reason. These agreements were entered into in January 2003 when the Company was privately-held, as a means to attract and retain an initial core management team. In addition, we entered into a restricted stock award agreement with Mr. Henderson in connection with his initial employment in February 2007 that entitles him to accelerated vesting of a restricted stock award in the event of termination without cause, for good reason or upon a change of control but no other severance benefits relating to termination of his employment. The employment agreements, potential severance payments and restricted stock award agreement are discussed in more detail in this Proxy Statement under Potential Payments upon Termination or Change in Control. Except for recent amendments to the employment agreements in December 2008 to take into account Section 409A of the Internal Revenue Code, the committee has not reviewed these agreements, all of which were entered into before the committee was formed, and the committee has not formulated a specific policy on the use of employment or severance agreements going forward.
In addition, all of our employees, including our named executive officers, have entered into non-disclosure agreements that prohibit employees from (a) disclosing confidential or proprietary information at any time and (b) for a period of one year from termination of employment, soliciting employment of any employee of the Company. We view these agreements as critical in the highly competitive business of exploration and development of oil and gas properties, and these agreements are independent of any compensation or benefits otherwise payable to our employees.