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EXHIBIT 10.35
AMENDMENT
This document, dated January 16, 1998, amends the Employment Agreement, dated
December 9, 1997, between Xenometrix, Inc. and Xxxx X. Xxxxxxxxxx. Section 6(d)
of the Employment Agreement is hereby cancelled and replaced with the following
Section 6(d):
(d) If the Employee's employment shall be terminated by the Corporation
pursuant to Section 5(d) or (f) hereof, then the corporation shall
continue to pay the Employee his regular salary through the date which
is six months after the Date of Termination; if the Employee's
employment shall be terminated by the Corporation pursuant to Section
5(e) hereof or as a result of a change of control of the corporation
or of its Board of Directors, then the corporation shall continue to
pay the Employee his regular salary through the date which is twelve
months after the Date of Termination; provided, however, that in any
case, the Corporation's obligation to pay such salary shall terminate
at such time as the Employee commences any alternative full-time
employment. Notwithstanding the foregoing, the Corporation will be
obligated to reimburse the Employee for reimbursable expenses (to the
extent provided in Section 3(c) hereof) accrued through the Date of
Termination. The Employee shall also be entitled to receive a payment
for (i) any accrued but unused vacation days and (ii) a pro rata
portion of any cash bonus due pursuant to Section 3(b) hereof. If the
Employee's employment shall be terminated by the Corporation pursuant
to Section 5(d), (e) or (f) hereof, and if the Employee shall be
ineligible to participate in any of the Corporation's fringe benefit
plans or arrangements as a result of his ceasing to be an employee of
the Corporation, then the Corporation shall arrange to provide the
Employee with substantially equivalent benefits as if he remained
employed by the Corporation until the earlier of (i) six months, if
terminated under Section 5(d) or (f), or twelve months, if terminated
under Section 5(e) at no additional expense to the Employee.
XENOMETRIX, INC. XXXX X. XXXXXXXXXX
By:
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Its:
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