EXHIBIT 10.8
TERMS OF EMPLOYMENT AGREEMENT WITH ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
EFFECTIVE MAY 3, 2002
Should Lannett terminate your employment other than "for cause" (as
defined below), you will be eligible for severance compensation in an amount to
be determined by Lannett, but not less than six (6) months of your base salary
at the time of termination. You will also be eligible to continue your
participation in the Company's medical benefit plans for six (6) months, at no
cost to you. For purposes hereof, "for cause" is defined to include engaging in
unethical business practices or conduct which creates a conflict of interest,
fraud, malfeasance, criminal behavior, and willful conduct in violation of
Lannett's Non-Harassment Policy or Corporate Handbook. If the Company is sold or
a majority of the Company's ANDAs (Abbreviated New Drug Applications) are sold
during your employment, and the Company or new organization terminates your
employment, you will be eligible for severance compensation in an amount equal
to one year of your current base salary at the time of termination. In this
scenario, you will also be eligible to continue your participation in the
Company's medical benefit plans, at no cost to you, for up to one year.
Additionally, all option grants issued to you, whether they are vested or
unvested, will become immediately vested for your benefit. If the Company is
sold during your employment, and the organization that takes control of the
Board of Directors desires to continue your employment with the same assignment
and place of business, regardless of whether you remain with the buying
organization or not, you will be paid an amount equal to six months of your then
current base salary at the time of the sale transaction for the Company.
It is understood that these benefit terms are not being offered for a
definite period of time and that either you or the Company may terminate the
employment relationship at any time and for any reason without prior notice.
Nothing in this letter to you of compensation, stock options or benefits should
be interpreted as creating anything other than an at-will employment
relationship. In addition, the Company reserves the right to periodically review
the salary, bonus and benefits it offers to you and to adjust them from time to
time in its sole discretion but in no case will the salary be adjusted below
your current base salary.
