Exhibit 10.81
[Calypte Biomedical Letterhead]
October 31, 2000
Xx. Xxxxxx X. Xxxxxxxx
Chronix Biomedical Corporation
000 Xxxxxxxx Xxxxxx #0
Xxx Xxxxxxxxx, XX 00000
Dear Xxxxxx:
The purpose of this letter is to amend certain provisions of your January 1,
1995 employment agreement, as amended on November 17,1999. These amendments are
necessary as a result of your recent decision to activate Chronix Biomedical and
to devote a considerable portion of your time to the building of that
non-competitive business. Notwithstanding this development, both you and we wish
you to continue in your role as Chief Scientific Officer for Calypte Biomedical.
To these ends, we have agreed as follows:
1.) Section 2 is amended to read as follows:
For the period April 1, 2000 to March 31, 2001, Executive shall
serve as Chief Scientific Officer with the following
responsibilities:
a.) Active participation on the Technical Committee of the Board,
including participation in the meetings either in person or by
phone;
b.) Consultation on request with Xxxx Xxxxxxxxx and other members
of the Company's scientific staff and consultants on
scientific matters of importance to our business of
diagnostics;
c.) Support for the Company's business by working to maintain good
relations for the Company with individuals and institutions
important to Xxxxxxx's success with whom you have had close
relationships in the past and per your approval. Examples
would include Dr. Xxx Xxxxxxxxxx, Xx. Xxxxx Xxxxxxxx-Xxxx,
Otsuka Pharmaceutical, and various members of the
congressional, scientific and AIDS community. This may involve
some travel which would be at your convenience and Calypte's
expense.
d.) Undertake to keep the Technical Committee and the Board
informed of any of your activities or the activities of others
which come to your attention and which in your judgment might
have important bearing on our urine-based diagnostics
business.
2.) Section 1 is amended to read as follows:
Executive shall receive as compensation an amount equal to $50,000
cash for the period April 1, 2000 to October 31, 2000. For the
period November 1, 2000 to March 31, 2001, Executive will receive
$50,000 in Calypte's common stock issuable as on December 1, 2000.
The price per share at which the stock shall be issued shall be the
closing price on any day selected by the Executive between the
signing date of this amendment and November 30, 2000 or on November
30, 2000 if no selection is made.
In light of his employment relationship with Chronix Biomedical,
Executive shall not be eligible for the various Calypte Biomedical
employee benefit plans, including the medical plan and the 401k plan.
3.) Section 3 is amended to read as follows:
Executive shall be entitled to reimbursement for those out-of-pocket
business expenses related to the business affairs of Calypte.
4.) Section 8 (c) is amended to read as follows:
The Executive or the Company may terminate this agreement at any time
and for any or no reason, upon two (2) weeks prior written notice to
the other party. Termination shall not affect prior compensation paid.
Xxxxxx, except as specifically modified hereby, your 1995 employment agreement,
amended in 1999, remains in effect. I trust the above reflects accurately our
recent discussions. If so, please sign and return one copy of this letter to me
at the Alameda office.
Sincerely,
/s/ XXXXX X. XXXX
Xxxxx X. Xxxx
President and CEO
Agreed:
/s/ XXXXXX X. XXXXXXXX
--------------------------------
Xxxxxx X. Xxxxxxxx
Date signed: November 2, 2000
