0001193125-06-191628 Sample Contracts

Re: Amended and Restated Employment Agreement
Renovis Inc • September 15th, 2006 • Pharmaceutical preparations • California

You and Renovis, Inc. (the “Company”) are parties to an employment agreement dated ____________, (the “Employment Agreement”), which sets forth, among other things, the terms of your employment with the Company and certain severance benefits payable to you in the event of a qualifying termination of your employment. This letter (the “Agreement”) amends and restates the Employment Agreement to provide you with additional benefits in the event of certain terminations of your employment prior to or more than thirteen (13) months following a Change in Control (as defined below). This Agreement supersedes the Employment Agreement and any other agreement or policy to which the Company is a party with respect to your employment with the Company. Notwithstanding the foregoing, your Proprietary Information and Inventions Agreement remains in full effect.

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Re: Amended and Restated Employment Agreement
Employment Agreement • September 15th, 2006 • Renovis Inc • Pharmaceutical preparations • California

You and Renovis, Inc. (the “Company”) are parties to an Employment Agreement dated June 8, 2001, as amended on May 1, 2003 and amended and restated on April 8, 2005 (the “Employment Agreement”), which sets forth, among other things, the terms of your employment with the Company and certain severance benefits payable to you in the event of a qualifying termination of your employment. This letter (the “Agreement”) amends and restates the Employment Agreement to provide you with additional benefits in the event of certain terminations of your employment prior to or more than thirteen (13) months following a Change in Control (as defined below). This Agreement supersedes the Employment Agreement and any other agreement or policy to which the Company is a party with respect to your employment with the Company. Notwithstanding the foregoing, your Confidentiality and Proprietary Information Agreement remains in full effect.

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