EMPLOYMENT AGREEMENT dated April 1, 2001 ("Agreement") between Phage Therapeutics, Inc., a Washington corporation ("PhageTx"), and John S. Sundsmo, PhD, a resident of Vista, CA ("Employee"), each a "Party' and collectively the "Parties."
WHEREAS, PhageTx wishes to employ Employee in the position of Director of Intellectual Property; and
WHEREAS, Employee wishes to enter into the employ of PhageTx to fulfill the responsibilities of the position of Director of Intellectual Property;
NOW THEREFORE, in consideration of the foregoing and of the respective covenants, obligations and agreements of the Parties contained in this Agreement, the Parties, intending to be legally bound, hereby agree as follows:
PhageTx shall employ Employee, and Employee shall accept such employment, upon the terms and conditions set forth in this Agreement. Employee's employment with PhageTx shall be subject to PhageTx's general employment policies and practices. PhageTx reserves the right to modify such policies and practices from time to time.
Employee shall be employed as Director of Intellectual Property. During the term of this Agreement, Employee shall devote no less than 80% (no less than four full-time days per week) of his attention and efforts to the conduct of the business of PhageTx and the performance of his duties under this Agreement. Employee shall not engage in any directly or indirectly competitive business activity, whether or not such activity is pursued for gain, profit or other pecuniary advantage; provided that Employee shall not be prevented from investing his personal assets in such form or manner as will not require any services on the part of Employee in the operation of the affairs of the entities in which such investments are made.
Subject to the terms and conditions set forth in this Agreement, PhageTx shall employ Employee and Employee shall serve PhageTx in the position of Director of Intellectual Property for a period commencing April 1, 2001 ("Commencement Date") and continuing through the first anniversary of the Commencement Date (March 31, 2002), unless such employment is sooner terminated as provided herein. During this one (1) year period, Employee's compensation and other benefits may be adjusted annually, or more often, without the necessity of an amendment of this Agreement. The Employee's term of employment shall be extended for additional one (1) year periods and on such terms and at such levels of compensation as shall be mutually agreed to in writing by PhageTx and Employee, unless otherwise terminated under this Agreement.
For all services rendered by Employee under this Agreement, PhageTx agrees to pay Employee and Employee agrees to accept the following:
- Salary. An annual salary of $120,000 ("Salary"), which shall be payable at the times and in the manner set by PhageTx's standard payroll policy. Such Salary shall be reviewed one (1) month prior to the anniversary of the Commencement Date each year, and any increase in the amount under this Agreement for the twelve (12) month period following the anniversary of the Commencement Date shall be determined at such time by the Board of Directors of PhageTx or by a compensation committee formed by the Board of Directors.