October 7, 2004 Anne-Marie Corner Philadelphia, PA 19118 Dear Anne-Marie:Letter Agreement • November 12th, 2004 • Cellegy Pharmaceuticals Inc • Pharmaceutical preparations • Pennsylvania
By means of this letter agreement (the “Agreement”), we are pleased to confirm the terms of your employment, effective as of the Effective Date (as defined below) and subject to the other terms and conditions herein, with Cellegy Pharmaceuticals, Inc. (“Cellegy” or the “Company”).
CELLEGY PHARMACEUTICALS, INC. STOCK OPTION ASSUMPTION AGREEMENT (Non-Plan Options)Stock Option Assumption Agreement • November 12th, 2004 • Cellegy Pharmaceuticals Inc • Pharmaceutical preparations
As you know, on October 7, 2004, Cellegy Pharmaceuticals, Inc. (“Cellegy”) and Biosyn, Inc. (“Biosyn”) entered into an Agreement and Plan of Shares Exchange (the “Exchange Agreement”) pursuant to which all the outstanding shares of Biosyn capital stock will be exchanged for shares of Cellegy common stock and all outstanding options and warrants to purchase Biosyn common stock will be assumed by Cellegy (the “Exchange”). The number of shares of Cellegy common stock into which each share of Biosyn common stock will be converted is based on the exchange ratio for the Biosyn common stock, as defined in the Exchange Agreement (the “Exchange Ratio”). The closing of the transactions contemplated by the Exchange Agreement is contemplated to occur on or about October 22, 2004 (“Closing Date”).
CELLEGY PHARMACEUTICALS, INC. STOCK OPTION ASSUMPTION AGREEMENT (1999 Stock Option Plan)Stock Option Assumption Agreement • November 12th, 2004 • Cellegy Pharmaceuticals Inc • Pharmaceutical preparations
As you know, on October 7, 2004, Cellegy Pharmaceuticals, Inc. (“Cellegy”) and Biosyn, Inc. (“Biosyn”) entered into an Agreement and Plan of Shares Exchange (the “Exchange Agreement”) pursuant to which all the outstanding shares of Biosyn capital stock will be exchanged for shares of Cellegy common stock and all outstanding options and warrants to purchase Biosyn common stock will be assumed by Cellegy (the “Exchange”). The number of shares of Cellegy common stock into which each share of Biosyn common stock will be converted is based on the exchange ratio for the Biosyn common stock, as defined in the Exchange Agreement (the “Exchange Ratio”). The closing of the transactions contemplated by the Exchange Agreement is contemplated to occur on or about October 22, 2004 (“Closing Date”).
