Celera Corporation Executive Change in Control Policy

Exhibit 10.38

Celera Corporation Executive Change in Control Policy

Background

Celera Corporation (the “Company”) separated from Applera Corporation on July 1, 2008. With this separation, the Company is establishing a severance policy (the “Executive Change in Control Plan”) that will provide severance benefits to certain eligible employees who are terminated without “cause” or resign for “good reason” (in both cases as defined below), within 2 years following a change in control of the Company. Employees who are parties to individual employment agreements that provide for change in control severance payments are not eligible for benefits under this Executive Change in Control Plan. The Company has adopted this Executive Change in Control Plan to help alleviate both the negative effects on productivity due to uncertainty during this 2-year transition period and the potential for economic hardship of affected employees.

Purpose

This policy establishes the eligibility requirements for “severance pay” for employees in grade levels 18 through 25 and describes how severance pay is calculated and administered.

Scope

This policy applies to all U.S. employees of Celera Corporation and its affiliates, who are in pay grades 18 through 25 and who are regularly scheduled to work more than 20 hours per week for more than five months per year.

Definitions

Base Pay: The straight annual salary paid to an employee, excluding bonuses, and sales or other types of commissions.

Benefits: The Company cost for health and dental insurance coverage in effect immediately prior to the termination date.

Cause : The employee has (i) continually failed to substantially perform, or has been willfully or grossly negligent in the discharge of his or her duties to the Company (other than by reason of a disability, or physical or mental illness); (ii) been convicted of or pled nolo contendere to a felony; or (iii) materially and willfully breached any policy of, or agreement with, the Company. No act or failure to act on the part of the Eligible Employee shall be deemed “willful” unless done or omitted to be done, by the Eligible Employee not in good faith or without reasonable belief that the Eligible Employee’s act or failure to act was in the best interests of the Company.

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Change in Control : A “Change in Control” shall have the same meaning as assigned to such term in the Company’s 2008 Stock Incentive Plan.

Eligible Employees: Regular full time and regular part time employees who meet the eligibility requirements for severance pay under this policy, if such employee is terminated without “Cause,” as defined above, or resigns for “Good Reason,” as defined below.

Good Reason: The occurrence of any of the following without the Eligible Employee’s written consent (a) a material diminution of an Eligible Employee’s authority, duties or responsibilities, (b) a reduction of an Eligible Employee’s compensation or a material reduction of his or her benefits, or (c) a relocation of an Eligible Employee’s principal place of employment by more than 50 miles. The Eligible Employee must provide notice to the Company of the existence of one or more of the conditions listed above, within a period not to exceed 90 days of the initial existence of such condition and the Company shall have a period of 30 days to remedy the condition. If the Company is unable to remedy such condition within the 30 day cure period, the Eligible Employee may terminate his employment for Good Reason (which termination shall occur no later than 180 days following the initial existence of the applicable Good Reason condition).

Notification Period: The 30 day time period from the notification date through the termination date (which may be extended beyond 30 days as required by law).

Qualified Termination: An Eligible Employee’s termination of employment by the Company without Cause or on account of a resignation for Good Reason, occurring during the 24 month period following the consummation of a Change in Control.

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Special Severance Pay: Base Pay, Target Bonus and Benefits provided by the Company to an Eligible Employee, pursuant to the Executive Change in Control Plan, who is separated under conditions consistent with this policy, e.g. during the 24 months following the consummation of a Change in Control, in order to help alleviate the financial hardship of unemployment.

Target Bonus: Annual target bonus incentive compensation amount for the fiscal year in which termination occurs calculated based on the base salary in effect at the time of termination (as long as not less than what was in effect prior to the time just before the consummation of the Change in Control).

Termination Date: The date of an employee’s termination of employment.

Procedures

Conditions Under Which Severance Pay is Available to Eligible Employees

Eligible Employees shall receive severance pay under this Executive Change in Control Plan after their termination date if such termination is due to a Qualified Termination.

An employee has not experienced a Qualified Termination if the Eligible Employee:

As a further condition to an Eligible Employee’s receipt of benefits under this Executive Change in Control Plan, such employee must first sign an agreement, including a release/waiver, in which he/she agrees not to pursue claims against the Company and its affiliates for any actions arising from the employment relationship (or termination thereof) or take any other action detrimental to the Company, and reaffirms his/her confidentiality obligations (the “Release”). A Release form will be supplied by the Company.

Eligible Employees who experience a Qualified Termination, meet the conditions under which Special Severance Pay is available and who elect to commence retirement plan benefits after their termination date will also be entitled to Special Severance Pay as specified below.

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