July 21, 2000
Prof. K. Xxxxx Xxxxxxxxx
c/o ChiRex, Inc.
000 Xxxxxxxx Xxxxxx
Xxxxx 000
Xxxxxxxx, XX 00000
Re: Extension of Term of Consulting Agreement
-----------------------------------------
Dear Xxxx. Xxxxxxxxx:
Reference is hereby made to (i) that certain consulting agreement,
dated as of July 19, 1996 (the "Consulting Agreement"), between you and ChiRex,
Inc. (the "Company") and (ii) that certain Agreement and Plan of Merger, dated
as of the date hereof (the "Merger Agreement"), among Rhodia, a French
corporation ("Parent"), Cousin Acquisition, Inc., a Delaware corporation and
wholly owned subsidiary of Parent, and the Company.
Subject to the consummation of the Offer (as such term is defined in
the Merger Agreement), you hereby agree to extend the term of the Consulting
Agreement through December 31, 2001.
This letter agreement may be executed in separate counterparts, each
of which is deemed to be an original and all of which taken together constitute
one and the same agreement.
Please acknowledge your agreement with the foregoing by signing in the
space below.
CHIREX INC.
/s/ Xxxxxx X.X. Xxxxx
----------------------------
Name: Xxxxxx X.X. Xxxxx
Title: Vice President, General
Counsel & Secretary
Agreed and accepted:
/s/ K. Xxxxx Xxxxxxxxx
----------------------------
K. Xxxxx Xxxxxxxxx
