[Logo] CoCensys [Letterhead]
XXXXXX X. XXXXX
Chairman of the Board
January 27, 1997
X. Xxxxxxx Xxxxxx, Ph.D.
00 Xxxxxxx Xxxxx Xxxx
Xxxxxxx Xxxxx, XX 00000
Telephone: (000) 000-0000
Dear Xxxx:
This ADDENDUM to the offer letter dated January 20, 1997 will confirm our
agreement in connection with your service as President and Chief Executive
Officer of CoCensys, Inc., that in the event of any termination of your
employment without cause, (a) the Company will continue payment of your base
salary then in effect for a period of six (6) months and (b) the vesting of
any CoCensys stock options held by you at such time that are not fully vested
will be accelerated, such that they will be exercisable at the time of such
termination to the extent they would have been exercisable six (6) months
thereafter in accordance with their normal vesting schedule.
Sincerely,
/s/ Xxxxxx X. Xxxxx
XXXXXX X.XXXXX
CHAIRMAN OF THE BOARD
CoCensys, INC.
ACCEPTED AND AGREED TO
THIS 28TH DAY OF JANUARY, 1997
/s/ X. Xxxxxxx Xxxxxx
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X. XXXXXXX XXXXXX, Ph.D.