**Exhibit 4(7)**
**DATED 6th        JUNE  2001**

**S E R V I C E    A G R E E M E N T**

**(1)****EIDOS PLC**  **(2)****STUART      CRUICKSHANK**
 

**MANCHES  Aldwych House  81 Aldwych  London WC2B 4RP  Tel: 0171 404 4433  Fax: 0171 430 1133**

**REF: JEA/011313/204747**

**THIS AGREEMENT is made on the 6th    day of June 2001**

**B E T W E E N**
**(1)**
**EIDOS PLC ("the Company")      of Wimbledon Bridge House, 1 Hartfield Road, London SW19 3RU; and**
    **(2)****STUART CRUICKSHANK ("the Executive")    of 13 Gloucester Road, Ealing, London W5 4JB.**    ** 1.****Interpretation**      **(a)****In this Agreement the following    words and expressions shall have the following meanings:**      **"Associated Company"****a company        which is from time to a subsidiary or a holding company of the Company        or a subsidiary (other than the Company) of a holding company of the    Company;**      **"the Board"****the Board of Directors        from time to time of the Company including any committee of the Board    duly appointed by it;**      **"subsidiary" and  "      holding    company"****the    meanings respectively ascribed  thereto    by Section 736 of the Companies Act 1985.**     **(b)****References in this Agreement to statutes        shall include any statute modifying, re-enacting, extending or made pursuant    to the same or which is modified, re-enacted, or extended by the same.**     **(c)****Headings are for ease of          reference only and shall not be taken into account in the construction    of this Agreement.**   **2.****Appointment**      **The Company hereby appoints the Executive    and the Executive agrees to serve as Finance Director of the Company.**
**THIS AGREEMENT is made on the      6th day of June 2001**

**B E T W E E N**
**(1)****EIDOS PLC ("the Company")    of Wimbledon Bridge House, 1 Hartfield Road, London SW19 3RU; and**    **(2)****STUART CRUICKSHANK ("the    Executive") of 13 Gloucester Road, Ealing, London W5 4JB.**    **1. ****Interpretation**      **(a)****In this Agreement the following words and    expressions shall have the following meanings:**      **"Associated Company"****a company        which is from time to a subsidiary or a holding company of the Company        or a subsidiary (other than the Company) of a holding company of the    Company;**      **"the Board"****the Board of Directors        from time to time of the Company including any committee of the Board    duly appointed by it;**      **"subsidiary" and "      holding    company"****the    meanings respectively ascribed  thereto    by Section 736 of the Companies Act 1985.**     **(b)****References in this Agreement to statutes        shall include any statute modifying, re-enacting, extending or made pursuant    to the same or which is modified, re-enacted, or extended by the same.**     **(c)****Headings are for ease of          reference only and shall not be taken into account in the construction    of this Agreement.**    **2.****Appointment**      **The Company hereby appoints the Executive    and the Executive agrees to serve as Chief Financial Officer of the Company.****3.****Term**      **(a)****The Executive's appointment hereunder        will commence on 3rd September 2001 and, subject to the other Clauses        regarding termination contained in this Agreement, shall continue until        terminated by either party giving to the other not less than six months'        prior written notice, if such notice is given during the first six months        of the Executive's employment hereunder and twelve months' prior written    notice thereafter.**     **(b)****None of the Executive's employment with        any previous employer counts as part of his continuous period of employment    with the Company.**     **(c)****The Company shall be entitled at its        absolute discretion to terminate the Executive's employment on no notice        or less than full notice and to pay basic salary due under Clause 7(a)        hereof in lieu of any period of notice. In this event the Executive shall    additionally be entitled to:-**      **(i)****continue to receive company car benefits        due under Clause 9 or, at the discretion of the Company, a payment in    lieu thereof (based on the taxable value of the benefits);**      **(ii)****continue to receive pension benefits due        under Clause 10 or, at the discretion of the Company, a payment in lieu    thereof (based on the normal employer's contributions); and**      **(iii)****continue to receive insurance benefits due        under Clause 11 or, at the discretion of the Company, a payment in lieu    thereof (based on the taxable value of the benefits);**       **for a period equal to the Executive's notice    period or the balance of his notice period.**     **(d)****During any period of notice, whether        given by the Executive or the Company, the Company shall not be obliged    to provide any work to the Executive and it shall be entitled to:**      **(i)****require        the Executive to remain at home onpaid leave;**      **(ii)****exclude the Executive from the offices    of the Company and/or any Associated Companies;**      **(iii)****provide the Executive with alternative    work of a broadly similar nature to the work the Executive normally performs;**  **(iv)****require the Executive not to contact        any of the customers, clients, suppliers, employees, agents or representatives    of the Company and/or any Associated Companies; and/or**      **(v)****appoint    another person to the Executive's position;**      **provided always that this          sub-clause will not be utilised by the Company for any period in excess          of six months.        During any such period of "garden leave" the Executive shall        remain an employee of the Company in receipt of his salary and benefits        and will remain bound by his duties of good faith, confidentiality and    exclusive service.**    **4.****Powers,    Duties and Working Hours**     **(a)****During    the continuance of his employment, the Executive shall:**      **(i)****unless prevented by ill health or other unavoidable        cause, devote the whole of his working time and attention and abilities    to his duties;**      **(ii)****well and faithfully serve the Company and        its Associated Companies to the best of his ability and carry out his        duties in a proper and efficient manner and use his best endeavours to        promote and maintain the interests and reputation of the Company and    its Associated Companies;**      **(iii)****exercise such powers and perform such duties        in relation to the business of the Company (and/or of its Associated        Companies) as may from time to time be vested in or assigned to him by        the Board. Such powers and duties may exceptionally fall outside the        normal ambit of the Executive's position but will not be duties inappropriate    to the Executive's status;**      **(iv)****comply with all reasonable requests        and directions from time to time given to him by the Board and comply        with all rules and regulations from time to time laid down by the Company        concerning its employees which are consistent with this Agreement, including        the Company's Code of Conduct on share dealing in force from time to    time;**      **(v)****work at the Company's offices at Wimbledon        Bridge House, 1 Hartfield Road, London, SW19 3RU or at such other location    in the United Kingdom as the Company**   **shall reasonably require from time to time,    whether on a permanent or temporary basis; and**      **(vi)****travel to such places (whether within        or outside the United Kingdom) in such manner and on such occasions as    the Company may from time to time reasonably require.**     **(b)****(i)****The Executive's normal working hours shall        be such hours as are appropriate to his position together with such additional        hours as may be necessary for the proper performance of the Executive's        duties. No payment will be made for any additional hours worked by the    Executive.**      **(ii)****The Executive recognises that on account        of his autonomous decision taking powers, the duration of his working        time is not measured or predetermined and he therefore falls within the        exemption set out in Regulation 20 of the Working Time Regulations 1998        ("the Regulations") and is thereby excluded from such Regulations        as are referred to in Regulation 20. Notwithstanding the understanding        of the parties that the Executive is an employee in respect of whom the        said Regulation 20 applies, the Executive agrees that if that understanding        is incorrect, he hereby opts out of the 48-hour weekly limit in        Regulation 4, and that if he wishes to withdraw from that opt out, he        will give three months' noticein writing to that effect.**    **5.****Reporting**     **The Executive shall report to the Chief Executive        Officer (or such person as the Board may from time to time nominate)        and shall at all times keep the Chief Executive Officer (or such person)        fully informed of his activities and shall promptly provide such information        and explanations as may be requested from time to time by the Chief Executive    Officer (or such person).**    **6.****Associated    Companies**     **The Executive shall hold such offices of        the Company and of any Associated Company for such periods as the Company        may require but such offices shall not release the Company from its obligations    under this Agreement.**     ******7.****Remuneration**   **(a)****The Company will pay the Executive salary        at the rate of £190,000 per annum. His salary will be paid in equal        monthly instalments at the end of each month. Such salary shall accrue        on a daily basis and is inclusive of any fee to which the Executive may        be entitled as a member of the Board or representative of the Company        and any Associated Company, howsoever arising. The Board will review        the Executive's salary on a similar timescale to colleagues of equal    seniority, save in exceptional circumstances.**    **(b)****Subject always to the discretion of the        Board and to the rules of the Plan from time to time in force, the Executive        shall be entitled to participate in the Company's Long Term Incentive    Plan, if and when the Plan is established.**    **(c)****Subject always to the absolute discretion        of the Board, the Executive may be entitled to receive an annual bonus        of up to 100% of his basic salary, based on the profitability and performance        of the Company (and pro rated in his first year of employment to reflect        his period of employment). The payment of such bonus is conditional upon        the Executive remaining employed by the Company and not having given        or received notice of termination on or before the date upon which the    bonus is due to be paid.**    **(b)****The Company shall be entitled to deduct        from the Executive's remuneration all sums from time to time owing from    the Executive to the Company or any Associated Company, howsoever arising.**   **8.**
**Expenses**
     **The Company shall reimburse to the Executive        all reasonable travelling, hotel, entertainment and other out-of-pocket        expenses reasonably incurred by him in the proper performance of his        duties, subject to his compliance with the Company's then current guidelines        relating to expenses and to production, if required, of receipts and    vouchers.**   **9.****Company    Car**   **(a)** **The Company will, at the discretion of        the Board, provide the Executive with a motor car with a list price of        up to £50,000. If so provided, the Company shall bear the cost        of insuring, testing, taxing, repairing and maintaining it and shall        reimburse the Executive for the cost of fuel properly incurred during        business mileage. The Company shall also reimburse the Executive for        fuel consumed by the vehicle in relation to private mileage in the United        Kingdom. The Executive shall take good care of the vehicle and procure    that the provisions and conditions of any policy of**  **insurance relating thereto are observed in        all respects and shall comply with all regulations of the Company relating    to Company cars.**    **(b)****Alternatively, the Company will, at the        discretion of the Board, pay the Executive a car allowance. If payable,        the car allowance will be paid monthly (less statutory deductions) together    with the Executive's salary.**   **10.  ****Pension**    **(a)****The Executive will be entitled to participate        in the [Group Private] Pension Plan ("the Pension Plan"). The        Company and the Executive shall contribute to the Pension Plan at such        rate as is set by the Board from time to time. Currently the Company        pays employer's contributions to the Personal Plan at the rate of 12%    of the Executive's basic salary hereunder.**    **(b)****No contracting-out certificate is in    force in respect of the employment under this Agreement.**   **11. ****Insurance    Benefits**     **Subject always to the rules of each scheme      from time to time in force and to the Executive's health not being such      as to prevent the Company from being able to obtain cover on reasonable      terms, the Company willprovide the Executive with the following benefits:**    **(a)****private medical and dental insurance for        the benefit of the Executive and his spouse and unmarried dependant children        under the age of 18. The scale of cover and any applicable exclusions    will be notified to the Executive from time to time;**    **(b)****life assurance cover based on 4 times    the Executive's annual basic salary;**    **(c)****permanent health insurance. The provision        of permanent health insurance is without prejudice to the Company's right        to terminate the Executive's employment pursuant to Clause 19(a) of this    Agreement; and**    **(d)****critical illness insurance. The provision        of critical illness insurance shall be without prejudice to the Company's        right to terminate the Executive's employment in accordance with Clause    19(a) of this Agreement.****12.****Share Options and Share Save Scheme**    **(a)****Subject to the rules of the Employee          Share Option Scheme ("the Scheme") of the Company from time          to time and any performance or other conditions attached to the share          options by the Company, the Company shall grant to the Executive 100,000          share options under the Scheme at the Price as soon as is reasonably          practicable following the commencement of the Executive's employment,          100,000 share options at the Price as soon as is reasonably practicable          following the second anniversary of the commencement of the Executive's          employment and 50,000 share options at the Price as soon as is reasonably          practicable following the third anniversary of the Executive's employment.          For the purposes of this Clause, "the Price" shall mean the          average of the middle-market quotation of shares of that class (as          derived from the London Stock Exchange Daily Official List) on the      three dealing days immediately preceding each respective date of grant.**    **(b)****Subject to the discretion of the Board          and the rules of the Share Save Scheme from time to time in force,          the Executive will be entitled to participate in the Company's Share      Save Scheme.**   **13.****Holidays**    **(a)****In addition to bank and other public          holidays, the Executive shall be entitled in every calendar year to          25 working days' holiday. All holiday dates in excess of four consecutive          working days must have the prior agreement of the Board. If in any          calendar year the Executive is not employed for the complete year,          his holiday entitlement will be calculated pro rata based on the completed          months of service for the period of the year during which he had been      employed.**    **(b)****Holiday entitlement not taken by the            end of the calendar year cannot be carried forward into the next      calendar year.**    **(c)****On the termination of employment, the          Executive shall be entitled to pay in lieu of any accrued and outstanding          holiday entitlement in respect of that calendar year or shall be required          to repay to the Company pay for holiday taken in excess of his actual      entitlement.**   **14.****Incapacity**    **(a)****If          the Executive is absent from work due to illness or accident, he shall      notify the Company Secretary's office as soon as possible and**  **if this incapacity continues for five or          more consecutive days he shall submit a doctor's certificate to the          Company on the sixth day and weekly thereafter. Immediately following          his return, the Executive shall complete a Self-Certification Form      detailing the reason for his absence.**     **(b)****Without prejudice to the right to terminate          this Agreement pursuant to Clause 19(a), if the Executive is absent          from work due to illness or accident duly notified and certified in          accordance with Clause 14(a), (subject always to the rules on Statutory          Sick Pay), any further payments will be at the sole discretion of the          Board (or such person as it may nominate from time to time), although          the Executive will usually receive his normal salary for the first      12 weeks of absence in any year.**     **(c)****The Company may at its expense at any          time require the Executive to submit to such medical examinations and          tests by doctor(s) nominated by the Company and the Executive hereby          authorises such doctor(s) to disclose to and discuss with the Company      and its medical adviser(s) the results of such examinations and tests.**    **15.  ****Inventions      and Improvements**     **(a)****The Executive agrees that he has a          special obligation to further the interests of the Company and its          Associated Companies with respect to any Inventions (as defined in          paragraph (h) below) created or discovered by him in the course of      his employment with the Company.**     **(b)****If the Executive creates or discovers          or participates in the creation or discovery of any Inventions during          his employment with the Company, the Executive shall promptly give          to the Board details in writing of such Inventions and if such Inventions          relate to or are capable of being used in the business for the time          being carried on by the Company or any Associated Company, such Inventions          shall be the absolute property of the Company and the Executive shall          forthwith and from time to time both during his employment and thereafter      at the request and expense of the Company:**      **(i)****give and supply all such information, data,          drawings and assistance as may be necessary to enable the Company (or      any Associated Company) to exploit such Inventions to the best advantage;**      **(ii)****execute all documents and do all things            which may be necessary or desirable for obtaining copyright, patent      or**   **other protection for the Inventions in such        parts of the world as may be specified by the Company or any Associated        Company and for vesting the Inventions and such protections in the Company    or as it may direct;**      **(iii)****do nothing to harm or interfere with    such Inventions or the media in which they are expressed; and**      **(iv)****not directly or indirectly publish except        with the Company's prior written consent (and in any case at all times        complying with the Executive's obligations under Clause 17) any information        relating to any such Inventions as aforesaid and on leaving employment,        the Executive will promptly hand over to the Company all drawings, copy        drawings, tables, notes, correspondence and other written printed or        photographed matter in the Executive's possession or matter stored on        disk or otherwise in the Executive's power or control relating to such    Inventions and shall not retain any such documentation writing or disks.**     **(c)****The Executive irrevocably appoints the Company,        in his name and on his behalf, to sign, execute or do any such instrument        or thing and generally to use his name for the purpose of giving to the        Company (or its nominee) the full benefit of the provisions of this Clause        and in favour of any third party a certificate in writing signed by any        director or Company Secretary of the Company that any instrument or act        falls within the authority conferred by this Clause shall be conclusive    evidence that such is the case.**     **(d)****If during the term of this Agreement        but outside the performance of his duties hereunder, the Executive creates        or discovers or participates in the creation or discovery of any Inventions        which do not relate to the performance of the Executive's duties and        responsibilities hereunder, or to the business for the time being carried        on by the Company or any Associated Company, the Company shall, subject        only to the provisions of the Patents Act 1977 (if applicable), have        the right to acquire for itself or its nominee the Executive's rights        in the Inventions within six months after disclosure pursuant to Clause        15(b) on fair and reasonable terms, to be agreed or settled by a single    competent arbitrator as appointed by the Company.**     **(e)****The Executive waives all of his Moral Rights        in respect of any acts of the Company or any acts of third parties done    with the Company's**  **authority in relation to the Inventions which    are the property of the Company by virtue of this Clause 15.**     **(f)****Obligations and rights under this Clause        shall continue in force after termination of this Agreement in respect        of Inventions made or discovered during the Executive's employment under    this Agreement and shall be binding upon his representatives.**     **(g)****Sums received by way of remuneration by the        Executive shall be deemed to include any equitable remuneration to which        the Executive might otherwise be entitled in respect of any of the foregoing    provisions of this Clause or any matter referred to therein.**     **(h)****(i)****In this Clause "Inventions" includes        copyrights, letters patent, trade. marks, service marks, designs, utility        models, design rights, applications for registration or any of the foregoing        and the right to apply for them in any part of the world, rental or lending        rights, inventions, improvements to procedures, confidential information,        know-how, and rights of like nature arising or subsisting anywhere in        the world, in relation to all of the foregoing, whether registered or    unregistered.**      **(ii)****In this Clause, "Moral Rights" means        Moral Rights as defined in United Kingdom legislation from time to time        and include any rights of paternity, authorship or integrity, or to object        to any distortion, mutilation or other modification of, or derogatory    treatment in relation to any matter.**    **16.****Restrictions during Employment**     **The Executive shall not during the continuance        of his employment hereunder, without the prior consent in writing of        the Board (which will not be unreasonably withheld), either alone or        jointly with or on behalf of others and whether directly or indirectly        and whether as principal, partner, agent, shareholder, director, employee        or otherwise howsoever engage in, carry on or be interested or concerned        in any business but this does not preclude him from holding not more        than 5% of any class of issued shares or other securities which are listed        or dealt in on any recognised stock exchange by way of bona fide investment    only.**    **17.****Secrecy**     **(a)****In addition and without prejudice          to the Executive's common law obligations to keep information secret,    the Executive shall not**  **(except for the purpose of performing his        duties or unless ordered to do so by a Court) during his employment or        after its termination, disclose or communicate and shall use his best    endeavours to prevent the improper use, disclosure or communication of:**       **(i)****any information of a confidential nature        (whether regarding the business, accounts, finances, trading, software,    know-how, suppliers or otherwise howsoever) of:**        **(aa)****the Company    or any Associated Company; or**        **(bb)****any client, or prospective client, of    the Company or any Associated Company; or**        **(cc)****any person or entity which shall have        disclosed information to any member of the Company or any Associated    Company;**       **(ii)****any confidential        report or research undertaken by or for the Company or any Associated    Company during the course of his employment;**       **(iii)****any information        designated as confidential by the Company or any Associated Company or        which to his knowledge has been supplied to the Company or any Associated    Company subject to an obligation of confidentiality.**      **(b)****The restrictions contained          in this Clause shall cease to apply with respect to any information,          confidential report        or research which comes into the public domain otherwise than through    an unauthorised disclosure by the Executive or a third party.**      **(c)****In this Clause "information" and "confidential        report or research" refer to information and confidential reports        and research which come to the knowledge of the Executive during the    course of his employment.**     **18.****Restrictions After Employment**      **(a)****The Executive acknowledges          that he is likely to obtain in the course of his employment with the          Company and any Associated Company, knowledge of trade secrets, know-how,          techniques, methods, lists, computer programs and software and other    confidential information relating to the Company and its Associated**  **Companies and their employees, clients and        suppliers, and in order to safeguard the goodwill of the Company and        its Associated Companies in connection with its clients, suppliers and    employees the Executive agrees to the restrictions set out in this Clause.**     **(b)****The Executive hereby undertakes with        the Company that (except with the prior written consent of the Board        of Eidos plc) whether by himself, his employees or agents or otherwise        howsoever and whether on his own behalf or for any other person, firm    or company, he will not during his employment and:-**      **(i)****for a period of twelve months after its termination        entice solicit or endeavour to entice or solicit away from the Company        or any Associated Company any officer, employee or consultant to the        Company or any Associated Company with whom the Executive had material        dealings during the course of his employment including, but not limited        to, employees for whom the Executive was responsible and who had access        to confidential information belonging to the Company or any Associated        Company (provided that this Clause shall not prevent the Executive from        employing general administrative staff of the Company or any Associated    Company);**      **(ii)****for a period of twelve months after its termination        employ or engage in business with any officer, employee or consultant        to the Company or any Associated Company with whom the Executive had        material dealings during the course of his employment and who had access        to confidential information belonging to the Company or any Associated        Company (provided that this Clause shall not prevent the Executive from        employing general administrative staff of the Company or any Associated    Company);**      **(iii)****for a period of twelve months after its termination        interfere or seek to interfere with the supply to the Company or any        Associated Company of any goods or services by any supplier who during        the period of twelve months immediately preceding such termination shall        have supplied goods or services to the Company or any Associated Company        and with whom the Executive has had business dealings, nor will he interfere        or seek to interfere with the terms on which such supply during such    period as aforesaid has been made;**  **(iv)****for a period of twelve months after its          termination entice, solicit or endeavour to entice or solicit away          from the Company or any Associated Company the business of any person,          firm or company who during the period of twelve months preceding the          date of such termination (or, if shorter, the period of the Executive's          employment with the Company) was a client of the Company or any Associated    Company with whom the Executive had contact as an employee of the Company.**       **For the purposes        of this sub-clause "client" shall include any third party with        whom the Company or any Associated Company was (during the said period)        in negotiation in respect of the provision of goods or services or to        whom the Company or any Associated Company had (during the said period)        made or been requested to make an offer to provide goods or services;    or**      **(v)****for a period of twelve months after its          termination accept custom or engage in business with any person, firm          or company who, during the period of 12 months preceding the date of          such termination (or, if shorter, the period of the Executive's employment          with the Company) was a client of the Company or any Associated Company          with whom the Executive had contact as an employee of the Company.          This restriction only applies in respect of the provision to the said          clients of goods or services the same or substantially similar to those    provided to the clients by the Company or any Associated Company; or**      **(vi)****for a period equal to the length of the          Executive's notice period set out in Clause 3(a) after its termination          carry on or be concerned in or connected with any business or concern          which as at the date of termination, is similar to or which competes          with any business carried on by the Company or any Associated Company          with which the Executive was materially involved in the period of 12    months prior to the termination of his employment.**     **(c)****The period of the restrictions set out          in sub-clause (b) above shall be reduced by any period during which          the Company requires the Executive to remain at home pursuant to Clause    3(d) above.**     **(d)****Each of the restrictions aforesaid constitutes    an entirely separate, severable and independent restriction on the Executive.** **(e)****While the restrictions aforesaid          are considered by both parties to be reasonable in all circumstances,          it is recognised that restrictions of the nature in question may fail          for reasons unforeseen and accordingly it is hereby declared and agreed          that if any of such restrictions shall be adjudged to be void as going          beyond what is reasonable in all the circumstances for the protection          of the interests of the Company but would be valid if part of the wording          thereof were deleted and/or the periods (if any) thereof reduced and/or          the area dealt with thereby reduced in scope the said restrictions          shall apply with such modifications as may be necessary to make them    valid and effective.**    **19.****Termination**     **(a)  ****If the    Executive:**      **(i)****is adjudged bankrupt or enters into any composition        or arrangement with or for the benefit of his creditors including a voluntary    arrangement under the Insolvency Act 1986; or**      **(ii)****commits any act of dishonesty whether relating    to the Company, any Associated Company, an employee or otherwise; or**      **(iii)****is guilty of any misconduct or commits any        serious or persistent breach of any of his obligations to the Company        or any Associated Company (whether under this Agreement or otherwise)        or refuses or neglects to comply with any lawful orders or directions;    or**      **(iv)****is guilty of any conduct tending in        the reasonable opinion of the Board to bring himself, the Company or    any Associated Company into disrepute; or**      **(v)****(notwithstanding the provision of critical        illness insurance and/or permanent health insurance as set out above),        is or becomes incapacitated from any cause whatsoever from efficiently        performing his duties under the Agreement for more than 13 consecutive        weeks or for an aggregate of 100 days in any period of twelve months;    or**      **(vi)****shall be or become of unsound mind or        be or become a patient for any purpose of any statute relating to mental    health; or**  **(vii)****shall fail, in the reasonable opinion    of the Board, to perform his duties competently; or**      **(viii)****shall be or become prohibited by law    from being a Director;**      **then the Company shall be entitled by notice        in writing to the Executive to terminate his employment under this Agreement        forthwith. The provisions of this Clause are without prejudice to any        rights which the Company may have at common law to terminate the employment        of the Executive on the grounds of the breach by the Executive of his    obligations as an employee.**     **(b)****The Agreement shall automatically terminate    on the Executive's 65th birthday.**     **(c)****Upon the termination of the Executive's        employment for whatever reason, the Executive shall immediately tender        his resignation from all offices (including directorships) he holds in        the Company and in any Associated Company without prejudice to any other    rights accruing to either party hereto and without claim for compensation.**     **(d)****After the termination of the Executive's        employment under this Agreement he shall not at any time thereafter represent        himself as being in any way connected with or interested in the business        of or employed by the Company or any Associated Company, or use for trade        or other purposes the name of the Company or any Associated Company or    any name capable of confusion therewith.**     **(e)****The termination of the Executive's employment        under this Agreement for whatever reason shall not affect those terms        of this Agreement which are expressed to have effect thereafter and shall    be without prejudice to any accrued rights or remedies of the parties.**   **20.****Return of Company Property**    **Unless otherwise agreed in writing        with the Company, the Executive shall promptly whenever requested by        the Company or any Associated Company and in any event upon the termination        of his employment (however and whenever such termination occurs), deliver        to the Company (or as otherwise directed by the Company) all motor cars,        credit cards, keys and passes, equipment, lists of clients and customers,        address lists, address books, computer discs and software, correspondence,        documents, books, papers, files, records and reports and other property        or material of or relating to the business of the Company and any Associated        Company or their clients which may have come into his possession, custody    or control** **in the course of or in consequence of his        employment (and whether or not belonging to the Company or any Associated        Company) and the Executive shall not be entitled to and shall not retain    any copies thereof.**    **21.****Grievance    and Disciplinary Procedure**     **(a)****If the Executive wishes to seek redress        of any grievance relating to his employment (other than one relating    to a disciplinary decision) he should refer such grievance to the Board.**     **(b)****The Company's disciplinary procedures    from time to time in force shall apply to the Executive.**    **22.****Reconstruction or Amalgamation**     **If the employment of the Executive under        the this Agreement is terminated by reason of the liquidation of the        Company for the purpose of reconstruction or amalgamation and the Executive        is offered employment with any concern or undertaking resulting from        the reconstruction or amalgamation on terms and conditions not less favourable        than the terms of this Agreement, then the Executive shall have no claim        against the Company or any Associated Company in respect of the termination    of his employment under this Agreement.**    **23.****Personal    Data**     **(a)****The Executive agrees that personal data        relating to the Executive which has been or is in the future obtained        by the Company or any Associated Company may be held and processed by        the Company and any Associated Company either by computer or manually        for any purpose relating to the administration, management and operation        of the Executive's employment, or in relation to the Company's or any    Associated Company's legal obligations or business needs.**     **(b)****The Executive hereby agrees that sensitive        personal data relating to the Executive's racial or ethnic origin (including        the Executive's country of birth and nationality) or any medical conditions        or disability which the Executive may have or relating to the Executive's        religious or other beliefs or proceedings or alleged offences concerning        the Executive which have been or are in the future obtained by the Company        or any Associated Company may also be held and processed as above for        the purposes of keeping under review equality of opportunity and for    ensuring the Company's compliance with any legal obligations.** **(c)****Due to the multinational nature of the Company's        business and of any Associated Company's business, it may be necessary        for one or more of the Company's or any Associated Company's overseas        offices to have access to information held about the Executive in the        UK by the Company or any Associated Company. However, it is only intended        by the Company that information about the Executive will be used by it        and any Associated Company's overseas offices for the purposes of enabling        the Company and any Associated Company to deal with personnel issues        connected with the Executive's employment, including advising relevant        statutory authorities in order to obtain a work permit or VISA or assisting        in the Executive's secondment to an overseas office for payroll purposes.        The Executive agrees that the Company may, where appropriate, transfer        personal information about the Executive to its and any Associated Company's    overseas offices.**    **24.**** General**     **(a)****No failure or delay by the Company in        exercising any right, power or privilege under this Agreement shall operate        as a waiver thereof nor shall any single or partial exercise by the Company        of any right, power or privilege preclude any further exercise thereof    or the exercise of any other right, power or privilege.**     **(b)****The Executive hereby irrevocably and        by way of security appoints the Company and each Associated Company now        or in the future existing to be his attorney in his name and on his behalf        and as his act and deed to sign, execute and do all acts, things and        documents which he is obliged to execute and do under the provisions        of this Agreement (and in particular, but without limitation, Clause        15(c)) and the Executive hereby agrees forthwith on the request of the        Company or any Associated Company to ratify and confirm all such acts,    things and documents signed, executed or done in pursuance of this power.**    **25.****Notices**     **(a)****Any notice or other communication given        or made under this Agreement shall be in writing and may be delivered        to the relevant party or sent by first class prepaid letter or facsimile        to the address of that party specified in this Agreement or to that party's        facsimile number thereat or such other address or number as may be notified        by that party from time to time for this purpose, and shall be effectual    notwithstanding any change of address or number not so notified.** **(b)****Unless the contrary shall be proved,        each such notice or communication shall be deemed to have been given        or made and delivered, if by letter, 72 hours after posting and, if by    delivery or facsimile, when respectively delivered or transmitted.**    **26. ****Prior    Obligations**     **The Executive warrants that by entering into        and performing his obligations under this Agreement, he will not be in        breach of any agreements with or obligations owed by the Executive to        any third party. The Executive undertakes to indemnify and hold harmless        the Company against all claims, costs, damages and expenses which the        Company may incur in connection with any claim that the Executive was    or is not so at liberty.**    **27.****Other Agreements**     **This Agreement supersedes all other agreements        other than those expressly referred to in this Agreement whether written        or oral between the Company or any Associated Company and the Executive        relating to the employment of the Executive and the Executive acknowledges        and warrants to the Company that he is not entering into this Agreement    in reliance on any representation not expressly set out herein.**    **28.****Governing Law **     **This Agreement shall be governed          by and construed in all respects in accordance with English law and          the parties agree        to submit to the non-exclusive jurisdiction of the English Courts    as regards any claim or matter arising in respect of this Agreement.**
**IN WITNESS whereof this Agreementhas been duly executed as a Deed the day and year first above written.**
**EXECUTED by     EIDOS PLC     as a Deed****)      )      )****6/6/01**          **SIGNED as a Deed by****)** **STUART CRUICKSHANK****)**  **)****06/06/01**    **in the presence of:** **6/6/01****Witness' signature:**   **Witness' name:****S. P. Heath**  **Witness' address:****42 Grasmere Road    Lightwater, Surrey, GU18 5TJ**  **Witness' occupation:****HR Director**