SONOSITE, INC. SENIOR MANAGEMENT EMPLOYMENT AGREEMENT

Exhibit 10.20

SONOSITE, INC.

SENIOR MANAGEMENT EMPLOYMENT AGREEMENT

SENIOR MANAGEMENT EMPLOYMENT AGREEMENT, dated this              day of                      , between SONOSITE, INC., a Washington corporation (the “Company”), and NAME (“Executive”).

RECITALS

A. Executive is currently employed by the Company or one of its Subsidiaries.

B. The Board of Directors of the Company (the “Board”) has determined that it is appropriate to reinforce the continued attention and dedication of certain members of the Company’s management, including Executive, to their assigned duties without distraction in circumstances arising from the possibility of a Change in Control of the Company, as defined in Schedule A attached hereto.

C. The parties now desire to enter into this Agreement.

AGREEMENTS

NOW, THEREFORE, in consideration of the covenants and agreements hereinafter set forth, the Company and Executive agree as follows:

Terms capitalized in this Agreement, which are not otherwise defined, shall have the meanings assigned to such terms in Schedule A attached hereto.

Except with respect to Sections 6 through 8 and 10 of this Agreement which shall be effective immediately, this Agreement shall become effective immediately upon the occurrence of a Change in Control, provided that Executive is employed by the Company immediately prior to such Change in Control.

Unless earlier terminated as provided herein, the initial term of this Agreement shall be from the date hereof until the second anniversary date of this Agreement; provided, however, that, unless terminated as provided herein or there shall have occurred a Change in Control, on each anniversary date of this Agreement this Agreement shall

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automatically be renewed for successive two-year terms. In the event of a Change in Control, unless earlier terminated as provided herein, this Agreement shall continue in effect until the second anniversary date of the Change in Control at which time this Agreement shall expire.

Executive shall be entitled to the following payments and benefits following a Change in Control, whether or not a Termination occurs:

(a) Salary and Benefits. Executive shall (i) receive an annual base salary no less than the Executive’s annual base salary in effect immediately prior to the date that the Change in Control occurs, including any salary which has been earned but deferred, and an annual bonus equal to at least the average of the three annual bonuses paid to Executive in the three years prior to the Change in Control, and (ii) be entitled to participate in all employee expense reimbursement, incentive, savings and retirement plans, practices, policies and programs (including any Company plan qualified under Section 401(a) of the Code) available to other similarly situated executives of the Company and its Subsidiaries, but in no event shall the benefits provided to Executive under this item (ii) be less favorable, in the aggregate, than the most favorable of those plans, practices, policies or programs in effect immediately prior to the date that the Change in Control occurs.

(b) Welfare Plan Benefits. The Company shall at the Company’s expense (except for the amount, if any, of any required employee contribution which would have been necessary for Executive to contribute as an active employee under the plan or program as in effect on the date of the Change in Control) continue to cover Executive (and his or her dependents) under, or provide Executive (and his or her dependents) with insurance coverage no less favorable than, the Company’s life, disability, medical, dental and vision welfare benefit plans or programs, in effect on the date of the Change of Control (such benefits referred to herein as the “Welfare Benefits”).Welfare Benefits consisting of life and/or disability insurance benefits are referred to herein as “Death/Disability Benefits” and Welfare Benefits consisting of medical, dental and vision insurance benefits are referred to as “Medical Benefits.”

(c) Death of Executive. In the event of Executive’s death prior to Termination, but while employed by the Company or any Subsidiary, his or her spouse, if any, or otherwise the personal representative of his or her estate shall be entitled to receive (i) Executive’s salary at the rate then in effect through the date of death, as provided under the Company’s pay policy, (ii) any Accrued Benefits for the periods of service prior to the date of death, and (iii) Medical Benefits for a period of two (2) years following the death of Executive; provided however that if such Medical Benefits are provided in a manner that causes them to be includible in income by the insured(s), then

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such Medical Benefits shall be provided only for the shorter of the following periods: (A) two (2) years following the death of Executive, or (B) the period during which such individuals are eligible for coverage under COBRA following the date of Executive’s death.

(d) Disability of Executive. In the event of Executive’s Disability prior to Termination, but while employed by the Company or any Subsidiary, Executive shall be entitled to receive (i) his or her salary at the rate then in effect through the date of the determination of Disability, as provided under the Company’s pay policy, (ii) any Accrued Benefits for the periods of service prior to the date of the determination of Disability, (iii) payments under the Company’s short and long term disability plans following the determination of Disability, (iv) Medical Benefits for a period of two (2) years following the determination of Disability; provided however that if such Medical Benefits are provided in a manner that causes them to be includible in income by the insured(s), then such Medical Benefits shall be provided only for the shorter of the following periods: (A) two (2) years following the determination of Disability, or (B) the period during which Executive is eligible for coverage under COBRA following the date of Termination, and (v) Death/Disability Benefits for a period of two (2) years following the determination of Disability.

(e) Cause; Upon Expiration of This Agreement; Other Than for Good Reason. If, prior to Termination, Executive’s employment shall be terminated by the Company for Cause or upon expiration of this Agreement or by Executive other than for Good Reason, Executive shall be entitled to receive (i) his or her salary at the rate then in effect through the date of such termination, as provided under the Company’s pay policy, and (ii) any Accrued Benefits for the periods of service prior to the date of such termination.

(f) Withholding. All payments under this Section 4 are subject to applicable federal and state payroll withholding or other applicable taxes.

In lieu of any benefits provided under Section 4 and subject to Executive’s satisfaction of the conditions set forth in Section 9, Executive shall be entitled to the following payments and benefits following Termination:

(a) Termination Payment. In recognition of past services to the Company by Executive, the Company shall make a lump sum payment in cash to Executive as severance pay equal to two (2) times the sum of the following two components: (i) Executive’s annual base salary in effect immediately prior to the date that either a Change in Control shall occur or such date of Termination, whichever salary is higher, provided that if Executive is a part-time employee on the date of Termination then

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Executive’s base salary in effect immediately prior to the date of Termination shall be used in calculating the payment to which Executive may be entitled under this Section 5(a); and (ii) a percentage of Executive’s annual base salary specified in subparagraph (i) above, which percentage is equal to the percentage bonus paid to Executive for the fiscal year ended immediately prior to the Change in Control; provided, however, that if Termination occurs prior to the determination of such percentage for a fiscal year that has ended or if Executive has not received a percentage bonus in the previous year, such percentage shall be equal to one hundred percent (100%) of the Executive’s target bonus for the most recent fiscal year prior to the Change in Control. All payments under this Section 5(a) (the “Termination Payments”) shall be paid within sixty (60) days following the date of Termination.

(b) Certain Additional Payments by the Company. Notwithstanding the foregoing, subject to the triggering of Termination Payments under Section 5(a), if all or any portion of the Termination Payments either alone or together with all other payments and benefits which Executive receives or is then entitled to receive (pursuant to this Agreement or otherwise, but excluding any payments under this Section 5(b)) from the Company or any Subsidiary (such payments and benefits, including the Termination Payments, the “Termination Benefits”)), would constitute a Parachute Payment, then Executive shall be entitled to receive an additional payment (a “Gross-Up Payment”), equal to an amount that shall fund the payment by Executive of any Excise Tax on the Termination Benefits, as well as all ordinary income and employment taxes on the Gross-Up Payment, any Excise Tax imposed on the Gross-Up Payment, and any interest or penalties imposed with respect to ordinary income and employment taxes imposed on the Gross-Up Payment (but not any interest or penalties imposed under Code Section 409A). This provision is intended to put Executive in the same position in which Executive would have been had no Excise Tax been imposed upon or incurred as a result of any Payment (and shall in no event put Executive in a better position than he or she would have been in had the Excise Tax not applied to the Termination Benefits).

The foregoing calculations shall be made, at the Company’s expense, by the Company and Executive. If no agreement on the calculations is reached within thirty (30) business days after the date of Termination, then the accounting firm which regularly audits the financial statements of the Company (the “Auditors”) shall review the calculations. The determination of such firm shall be conclusive and binding on all parties and the expense for such accountants shall be paid by the Company. Pending such determination, the Company shall continue to make all other required payments to Executive at the time and in the manner provided herein and shall pay the largest portion of such payments and benefits that, in the Company’s reasonable judgment, may be paid without triggering the Excise Tax.

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As a result of the uncertainty in the application of Section 4999 of the Code, it is possible that Termination Payments or Gross-Up Payments will have been made by the Company which should not have been made (an “Overpayment”) or that additional Gross-Up Payments which will not have been made by the Company should have been made (an “Underpayment”). If it is determined by the Company and Executive, or, if no agreement is reached by the Company and Executive, the Auditors, that an Overpayment has been made, Executive shall be obligated to return the amount of such Overpayment to the Company as promptly as practicable upon discovery of the fact of such Overpayment (and in any case within 10 business days of receipt of written notice from the Company demanding the return of such amount), together with interest on such amount at the applicable Federal rate provided for in Section 1274(d) of the Code for the period commencing on the date of the Overpayment to the date of such payment by Executive to the Company; provided that the Company may, after discovery of the Overpayment and prior to payment by Executive of the amount otherwise required to be paid to the Company under this sentence, withhold an amount up to the amount of the Overpayment from any sums otherwise owed by the Company to Executive. In the event that the Company and Executive, or, if no agreement is reached by the Company and Executive, the Auditors, determine that an Underpayment has occurred, such Underpayment shall promptly be paid by the Company to or for the benefit of Executive, together with interest at the applicable federal rate provided for in section 1274(d) of the Code for the period commencing on the date that the Excise Tax giving rise to the Underpayment became due under applicable law. The Company and Executive shall give each other prompt written notice of any information that could reasonably result in the determination that an Overpayment or Underpayment has been made.

Notwithstanding anything to the contrary contained herein, all payments to be made hereunder shall be made not later than (i) the end of the calendar year following the year in which the amount of taxes owed are remitted to the applicable tax authority, or (ii) in the case of a tax audit or litigation in connection with the applicability of or calculation of tax amounts owing under Sections 280G or 4999 with respect to the Termination Benefits, the end of the calendar year following the year in which the audit or litigation is completed.

(c) Accrued Benefits. The Company shall make a lump sum payment in cash to Executive in the amount of any Accrued Benefits for the periods of service prior to the date of Termination.

(d) Welfare Benefits. The Company shall at the Company’s expense (except for the amount, if any, of any required employee contribution which would have been necessary for Executive to contribute as an active employee under the plan or program as in effect on the date of Termination) continue to cover Executive (and his or her dependents) under, or provide Executive (and his or her dependents) with Welfare Benefits (as in effect on the date of the Change in Control) for a period of one (1) year following the date of Termination.

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(e) Death of Executive. In the event of Executive’s death subsequent to Termination and prior to receiving all benefits and payments provided for by this Section 5, such benefits shall be paid to his or her spouse, if any, or otherwise to the personal representative of his or her estate, unless Executive has otherwise directed the Company in writing prior to his or her death.

(g) Nonsegregation. No assets of the Company need be segregated or earmarked to represent the liability for benefits payable hereunder. The rights of any person to receive benefits hereunder shall be only those of a general unsecured creditor.

(h) Withholding. All payments under this Section 5 are subject to applicable federal and state payroll withholding or other applicable taxes. Executive agrees that he or she is responsible for all applicable taxes of any nature (including any penalties or interest that may apply to such taxes) that the Company reasonably determines apply to any payment or benefit provided hereunder, that Executive’s receipt of any payment or benefit hereunder is conditioned upon his or her satisfaction of any withholding or similar obligations that apply to such payment or benefit, and that any cash payment to be made hereunder will be made net of any such applicable withholding amounts.

(i) Mandatory Deferral of Payments. This Subsection (i) shall only apply if the Company determines that Executive is a “specified employee” under Section 409A at the time of his Separation. If this Subsection (i) applies, it shall supersede any contrary provision of this Agreement. To the extent that no exemption from Section 409A is available for the Termination Payments, the Termination Payments shall be made during the seventh month after the date of the Separation. To the extent that no exemption from Section 409A is available for the Gross-Up Payment, the Gross-Up Payment shall be made on the later of (i) the date prescribed by Section 5(b) or (ii)