EXHIBIT 10.11
AMENDMENT TO EMPLOYMENT AGREEMENT
THIS AMENDMENT (the "AMENDMENT"), dated as of March 5, 2003, is made
by and between INTERLEUKIN GENETICS, INC., a Delaware corporation ("EMPLOYER"),
and XXXXXXX X. XXXXXXX., an individual ("EMPLOYEE"). Employer and Employee are
parties to an Employment Agreement, dated December 1, 1999 (the "EMPLOYMENT
AGREEMENT"). Terms not otherwise defined in this Amendment shall have the
meanings given to them in the Employment Agreement.
The parties agree as follows:
1. This Amendment shall be effective upon the "Closing," as defined in the
Stock Purchase Agreement, dated as of the date of this Amendment, between
Employer and Pyxis Innovations Inc., a Delaware corporation.
2. In Section 1 of the Employment Agreement, the Term is extended to
continue until three (3) years following the date of the Closing.
3. In addition to any bonuses that may be received under Section 4 of the
Employment Agreement, Employee shall receive a bonus of $50,000 to be paid in
the following manner, provided that Employee is still employed by Employer at
the time of each payment:
a) $25,000 on the six (6) month anniversary of the date of the
Closing;
b) $25,000 on the twelve (12) month anniversary of the date of the
Closing.
4. Section 6(f) is added to the Employment Agreement:
Upon the expiration of the term of this Agreement, Employee shall be
entitled to receive from Employer all of the compensation and
benefits provided for in Section 6(e). In addition, if Employee's
employment terminates pursuant to Section 6(b)(ii) or Section 6(e)
or if Employee's employment terminates as a result of the expiration
of the term of this Agreement, then the period during which Employee
may exercise all stock options granted to him by the Company shall
be extended until two years after the date Employee is terminated.
5. Except as amended, hereby, all of the terms and conditions of the
Employment Agreement shall remain in full force and effect. This Amendment shall
be binding upon and inure to the benefit of the parties hereto and their
respective successors and assigns.
* * *
This Amendment No. 1 to the Employment Agreement has been executed
and delivered by the parties hereto as of the date first above written.
INTERLEUKIN GENETICS, INC.
By: /s/ Xxxxxx X. Xxxxxx /s/ Xxxxxxx X. Xxxxxxx
-------------------------------------- -------------------------------
Xxxxxx X. Xxxxxx, M.D.; X.X. XXXXXXX X. XXXXXXX
Its Chief Executive Officer