EXHIBIT 10.1
EMPLOYMENT AGREEMENT
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This agreement ("Agreement") dated as of the 16th day of
March, 2001, between Columbia Laboratories Inc. ("Columbia" or the "Company") a
corporation organized and existing under and by virtue of the laws of the State
of Delaware, having its principal place of business at 000 Xxxxx Xxxxxxx Xxxxxx,
Xxxxxxxxx Xxxxxx, Xxx Xxxx 00000 (hereinafter referred to as the "Company"), and
G. Xxxxxxxxx Xxxxxxxxx, who resides at 00 Xxxxxx Xxxx, Xxxxxxx, Xxx Xxxxxx 00000
(hereinafter referred to as "Employee").
W I T N E SS E T H:
WHEREAS, the Company is and will be engaged in the
development, testing, registration, manufacturing, licensing, marketing, and
selling of pharmaceutical products; and
WHEREAS, the employee, by reason of his knowledge, skill
and ability is uniquely qualified to aid the Company in the development,
testing, registration, manufacturing, licensing, marketing, and selling of
pharmaceutical products; and
WHEREAS, the Company is desirous of employing the Employee
to provide assistance to the Company in the development, testing, registration,
manufacturing, licensing, marketing, and selling of pharmaceutical products and
the Employee is desirous of being employed by the Company to assist it in the
development, testing, registration, manufacturing, licensing, marketing, and
selling of pharmaceutical products; and
WHEREAS, the Company and Employee desire to enter into this
Agreement so that the rights, duties, benefits and obligations of each in
respect of the employment of the Employee for and by the Company will be fully
uNY2:\1028128\01\M1B401!.DOC\37965.0012
set forth under the terms and conditions stated herein upon the execution
hereof; and
WHEREAS, the Compensation and Stock Option Committee of the
Board of Directors of the Company have approved the employment of the Employee
upon the terms and conditions set forth herein by a resolution issued by it, and
have authorized the execution and delivery of this Agreement.
NOW, therefore, in consideration of the mutual promises
contained herein, the payment of Ten ($10.00) dollars by each party
to the other, the receipt of which is hereby duly acknowledged, and for other
good and valuable consideration, the Company and Employee agree as follows:
1. EMPLOYMENT
The Company hereby employs the Employee in an executive
capacity, specifically as "President and Chief Executive Officer."
The Employee hereby accepts such employment and agrees to perform the services
and duties specified herein.
2. TERM
(a) The term of this Agreement ("Term") shall be for a
period of Three (3) years from the commencement of the Employee's active
employment on or about April 15, 2001, unless sooner terminated in accordance
with the terms and conditions set forth herein.
(b) Upon the mutual agreement of the Employee and the
Company, the Term may be extended for an additional period of years, either upon
the terms and conditions set forth herein, or upon any other terms and
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conditions as may be mutually agreed in writing between the Employee and the
Company. Within six (6) months of expiration of the Agreement's present Term,
the Employee and the Company will conclude all negotiations regarding (i) any
extension of the Term, (ii) renewal of the Agreement, or (iii) expiration of the
Agreement. This Agreement shall otherwise terminate as provided for in Article
2(a) or Articles 5-9, and there shall not be any automatic renewal or other
similar extension of the Term, except as otherwise provided in Article 9.
3. DISABILITY
Disability occurs when, during the Term, the Employee
becomes unable to perform his duties as provided for herein by reason
of illness or injury for a consecutive period of One Hundred and Eighty (180)
days. Upon expiration of the 180 consecutive days, the Company may on Thirty
(30) days written notice to the Employee, terminate the officership held by
Employee. In the event of such termination, the Employee shall remain an
employee of the Company and receive Seventy (70%) percent of his base salary and
annual bonus (based on the amount of his prior year's bonus or 10% of his base
salary, whichever is greater) and all of his fringe benefits as is set forth
below in this Agreement at Articles 11 and 13, respectively through the
remainder of the Term hereof. In addition, the employee's Stock Options will
vest and become exercisable the earlier of twelve (12) months following the
termination of the Employee's officership or at the end of the Term of the
Agreement.
4. DEATH DURING TERM OF AGREEMENT
If the Employee dies during the Term of this Agreement, the
Company shall pay to his estate the Employee's then present base salary and the
annual bonus to which he would be entitled or a minimum of 10% of his then
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present base salary, whichever is greater, for the longer of (i) Two (2) years
from the date of his death, or (ii) through to the termination date of this
Agreement. Said sums shall be paid in a single lump sum within 30 days of the
demand for payment by the Executor of the Employee's estate. In addition, the
Employee's Stock Options shall immediately vest and become exercisable and
remain exercisable for the duration of the exercise period.
5. TERMINATION FOR CAUSE
"Cause" shall mean:
(a) The Employee's unexcused absence for any reason other
than vacation, illness, or injury for a period of forty-five (45) consecutive
days.
(b) Willful failure on the part of the Employee to (i)
follow material instructions or policy of the Board of Directors given or
adopted in good faith, or (ii) carry out an agreed upon policy or course of
action as determined by (a) the Board of Directors or (b) a committee of the
Board of Directors, any or all of which is to the detriment of the Company;
provided that, all of said policies, instructions, and/or courses of action are
communicated to and received by the Employee.
(c) The Employee's willful and material misconduct in
carrying out his duties under this Agreement.
(d) The Employee is convicted of a felony crime in
connection with the performance of his duties under this Agreement.
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For purposes of this Agreement, "willful" shall mean a
deliberate act or deliberate failure to act in which the Employee did not have a
good faith basis, and shall not include any act or failure to act resulting from
any incapacity of the Employee.
Termination for Cause shall not take effect unless the
provisions of this paragraph are complied with. The Employee shall be given
written notice by the Company of its intention to terminate him for Cause,
stating in detail the particular act(s) or failure(s) to act that constitute the
grounds on which the proposed termination for Cause is based. That written
notice shall be given to the Employee within ninety (90) days of the Company's
learning of such act(s) or failure(s) to act. The Employee shall then have
thirty (30) days after receipt of such written notice to cure such conduct, to
the extent such cure is possible. If the Employee fails to cure such conduct at
the end of the thirty (30) day period, the Employee shall then be terminated for
Cause.
In the event the Company terminates the Employee for Cause
as set forth above, he shall be entitled to the following:
(A) The Employee's base salary through the date of
termination, which shall be paid in a single lump sum not later than fifteen
(15) days following the Employee's effective date of termination of employment;
(B) The Employee's pro rata share of the annual bonus he
would otherwise have been entitled to or a pro rata share of 10% of the
Employee's base salary, whichever is greater, until the Employee's effective
date of termination of employment;
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(C) Fringe benefits through the last date of the month of
the effective date of termination of employment;
(D) The Employee's total accrued and unused vacation time;
and
(E) The Employee's stock options shall immediately vest and
become exercisable and remain exercisable for the duration of the exercise
period.
7. RESIGNATION
In the event the Employee resigns from his employment prior
to expiration of its Term, and provided that such resignation is not associated
with a Change of Control as set forth in Article 9, the Employee shall provide
the Company with thirty (30) days written notice of his intention to resign. The
Employee shall be entitled to the rights and payments set forth in Article 6(A)
through 6(E) upon the effective date of his separation of employment, which
effective date shall occur upon expiration of the thirty (30) day notice period
or any subsequent date agreed to by the Company and the Employee.
8. TERMINATION WITHOUT CAUSE
In the event the Employee is terminated during the Term of
this Agreement by the Company Without Cause, other than due to death or
disability, the Company shall provide the Employee with thirty (30) days advance
written notice of the effective date of termination. In lieu of notice, the
Employee shall be entitled to a lump sum payment in an amount equal to 30 days
base salary and annual bonus pro rated. The Employee shall also be entitled to
the following:
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(a) The Employee's base salary and annual bonus for the
remainder of the Term of the Agreement, which payments shall be made in
accordance with the Company's policy for payment of executive salaries. The
Employee's base salary shall be adjusted annually to reflect increases in a
percentage comparable to other Company officers, but in no case less than 5% of
his base salary at the time of the termination.
(b) Fringe benefits for the Employee and his family through
the Term of the Agreement and for a period of five (5) years following the
termination of his employment, unless during the five year period the Employee
obtains comparable benefits from another employer;
(c) Lump sum payment at the conclusion of the Term of the
Agreement for the Employee's total accrued and unused vacation time - to be
based on the Employee's base salary for the third year of the Term; and
(d) The Employee's stock options shall immediately vest and
become exercisable upon the effective date of termination and remain exercisable
for the duration of the exercise period.
9. CHANGE OF CONTROL
"Change of Control" means the merger or consolidation of
the Company with or into another corporation as the result of which the Company
is not the continuing or surviving corporation; the sale or other disposition of
all or substantially all of the assets of the Company (including the exchange of
such assets for the securities of another corporation)); the acquisition by
another person of 50% or more of the Company's then outstanding shares of voting
stock or the recapitalization, reclassification, liquidation or dissolution of
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the Company; or other transaction involving the Company pursuant to which the
Common Stock would be converted into cash, securities or other property.
In the event of a Change of Control, and regardless of
whether or not the Employee is considered for or offered a position with the new
entity, the Employee shall automatically be entitled to all of the rights and
payments set forth in Article 8 regarding Termination Without Cause. However, in
the event of a Change in Control, the payments described in Articles 8(a) and
8(c) shall be paid to the Employee in a single lump sum within 30 days of any
Agreement setting forth the terms and conditions for the Change of Control or
the Closing Date of the Change of Control, whichever is earlier. Upon a Change
of Control and after all of the rights and payments under Article 8 are issued
and concluded, this Agreement shall terminate.
10. DUTIES
(a) The Employee shall perform the following duties in
connection with his employment, all of which shall be subject to the paramount
directions of the Board of Directors of the Company:
(i) To serve as "President and Chief Executive Officer" of
the Company; and
(ii) To assist the Company in its business affairs and
scientific dealings relating to the development, testing, registration,
manufacturing, licensing, marketing, and selling of pharmaceutical products, as
well as in the Company's dealings with other companies, its regulatory affairs,
banking and other financial institutions and other groups and institutions, and
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to perform the duties of, and be responsible for the office of Chief Executive
Officer of the Company; and
(iii) To undertake such specific assignments, consistent
with his office and position, as may be given to him from time to time by the
Board of Directors; and
(iv) To become a member of and serve as a director of the
Company, and then stand for re-election to the Board of Directors, and as, if
and when so re-elected to continue to serve as a director of the Company, and
also if qualified and so elected, to serve as a director of any subsidiary or
affiliate of the Company.
(b) Employee shall devote his best efforts and skills to
the affairs of the Company, and to the performance of the duties set forth in
this Article 10, on a full-time basis. The Employee shall not participate in any
outside business activity that will either (i) materially interfere with, or
(ii) constitute a conflict of interest with the performance of the Employee's
duties and employment pursuant to this Agreement. The foregoing notwithstanding,
the Employee has disclosed to the Company his other outside business interests
("Outside Business Interests") which are listed on Schedule "1" hereto and the
Company with this full knowledge has consented to the Employee's continuance
thereof. Moreover, the Company agrees to permit the Employee to involve himself
in other similar Outside Business Interests, on condition that they similarly be
disclosed prior to their being commenced. The Employee may also manage his
investments and personal affairs and devote such reasonable time as is necessary
to do so.
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11. COMPENSATION
(a) Base Salary
The Employee shall receive for the discharge of his duties
and activities on behalf of the Company as provided for herein, an annual salary
("Base Salary") of Four Hundred Fifty Thousand ($450,000.00) dollars, which
shall be paid by the Company to the Employee in equal and regular installments
not less frequently than monthly, in accordance with the Company's policy for
payment of executive salaries. The Employee shall be entitled to annual
increases in his base salary based upon specific goals established between the
Employee and the Board of Directors at the beginning of each calendar year based
on earnings per share, net revenue, expense management to budget, completion of
licensing arrangements, progress to plan on all R & D projects, and key
management recruitment and hiring, but in all respects such increases shall be
subject to the review and determination of the Compensation Committee of the
Board, whose decision will be final and binding.
(b) Bonus
The Employee shall receive an annual bonus to be determined
by the compensation committee of the Board of Directors of the Company which
shall be tied to the performance of the Company but in no event shall be less
than Ten (10%) percent of the Base Salary set forth above as determined based on
mutually agreed upon criteria. This bonus will be paid within sixty (60) days of
the end of each calendar year.
Specific goals will be established between the Employee and
the Board of Directors at the beginning of each calendar year based on earnings
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per share, net revenue, expense management to budget, completion of licensing
arrangements, progress to plan on all R & D projects, and key management
recruitment and hiring.
(c) Bonus Compensation Options
The Employee may receive an additional annual bonus in the
form of options to purchase ("Options") $.01 par value per share common stock of
the Company ("Common Stock"), pursuant to the Company's Incentive Compensation
Plan now in effect, or from any subsequent similar plan as shall be made
available to senior executives of the Company, if it is determined to be
warranted by the Board of Directors.
12. OPTIONS AND WARRANTS
The Employee as a condition of his employment is herewith
granted Options and Warrants to purchase shares of the Company's Common Stock
("Grant(s)"). The Grant of the Options shall be made pursuant to the Company's
Stock Option Plan now in effect, as may be amended from time to time ("Plan"),
and the Company shall forthwith enter into its standard Option agreement with
the Employee for the issuance of the Options, which option agreement shall be
subject to the terms and conditions contained in the Plan. In respect of the
Grant of the Warrants, the Company shall forthwith issue its Warrant to be
countersigned by the Employee. All Options and/or Warrants issued to the
Employee will be exercisable at a price equal to, or greater than the fair
market value of the Company's Common Stock on the date of the Grant. The
following are the Grant amount, exercise prices and vesting times of the Options
and Warrants agreed to be issued to Employee as a condition and part of his
initial employment:
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(a) A Grant of 500,000 Options with an exercise price equal
to the closing price of the Company's Common Stock on the American Stock
Exchange ("AMEX") on March 12, 2001, which grant shall vest to the Employee on a
Four year linear vesting basis, i.e., Twenty Five (25%.) percent of the Grant
each year on the anniversary of the commencement of the Employee's employment
with the Company;
(b) A Grant of 350,000 Warrants with an exercise price
equal to Two Dollars and Fifty Cents ($2.50) over the closing price of the
Company's Common Stock on the AMEX on March 12, 2001, which grant shall vest to
the Employee on a Four year linear vesting basis, i.e., Twenty Five (25%)
percent of the Grant each year on the anniversary of the commencement of the
Employee's employment with the Company;
13. FRINGE BENEFITS
In addition to the Compensation and Options and Warrants
set forth in Articles 11 and 12 above, the Employee shall be entitled to receive
the following benefits:
(a) Any benefits under group hospitalization, health,
dental care or sick leave plan, life or other insurance or death benefit plan,
travel or accident insurance, or contingent compensation plan, or any other
present or future plan, including any qualified retirement plan, for which any
executives are or shall become eligible. In the event the Employee is not
eligible for health benefits as described above, by reason of age, location or
otherwise the Employee shall be provided equivalent benefits determined at the
election of the Company. The Employee shall receive the foregoing benefits
during the five (5) years period following the termination of his employment
under this Agreement, if he is unable to procure such benefits elsewhere; and
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(b) An annual vacation of either or a combination of (i) up
to Four (4) consecutive weeks or (ii) up to any Thirty (30) days ("Vacation
Period"). Full compensation shall be paid during any Vacation Period. Any
portion of any Vacation Period not used within any year shall be accrued on
January 1 of each year and will accumulate, and may be used by the Employee at
any time during his employment in accordance with the provisions of this Article
8. In the event that the Employee has not used all of his accrued and
accumulated vacation time at the termination of his employment, then the
employee may then elect to have his accrued and accumulated Vacation Period time
converted to annual Base Salary, pro rata at the then prevailing Base Salary,
regardless of when the unused vacation time accrued; and
(c) The Employee may incur and shall be reimbursed for
reasonable expenses which are related to the Company's business, including
expenses for entertainment, travel and similar items ("Approved Reimbursable
Expenses"). All such reimbursement of Approved Reimbursable Expenses shall be
made within Thirty (30) days of receipt by the Company from the Employee of an
itemized account and if necessary proper substantiation of Approved Reimbursable
Expenses. In order to facilitate the payment of the Approved Reimbursable
Expenses, the Company shall furnish the Employee with Company acquired credit
cards as may be available to all other executive officers of the Company; and
(d) The Employee shall be given a private office with
secretarial help and any and all reasonable facilities and services, at a
location where the Company will maintain its new principal offices, to be
located in the greater metropolitan New York City area as determined by the
Employee, which office shall be suitable with his position as President and CEO,
and so as to assist in the performance of his duties and activities.
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(e) The Employee shall be given no automobile allowance or
automobile lease plan.
14. DISCLOSURE OF INFORMATION AND NON-COMPETITION
(a) The Employee recognizes and acknowledges that during
the course of his employment he will have access to certain "Confidential
Information" of the Company and that such information constitutes valuable,
special and unique property of the Company. During the term of this Agreement
and following termination of his employment hereunder, the Employee will not,
without the prior written consent of the Company, disclose Confidential
Information, except in the performance of his duties under this Agreement or
when required to do so by legal process, by any governmental agency having
supervisory authority over the business of the Company or by any administrative
or legislative body (including a committee thereof) that requires him to
divulge, disclose or make accessible such information. In the event that the
Employee is so ordered, he shall give prompt written notice to the Company in
order to allow the Company the opportunity to object to or otherwise resist such
order.
"Confidential Information" shall mean all information
concerning the business of the Company or any Subsidiary relating to any of
their products, product development, trade secrets, customers, suppliers,
finances, and business plans and strategies. Excluded from the definition of
"Confidential Information" is information (i) that is or becomes part of the
public domain, other than through the breach of this Agreement by the Employee,
or (ii) regarding the Company's business or industry properly acquired by the
Employee in the course of his career as an executive in the Company's industry
and independent of the Employee's employment by the Company. For this purpose,
information known or available generally within the trade or industry of the
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Company or any Subsidiary shall be deemed to be known or available to the
public.
(b) During the term of this Agreement, the Employee will
not, directly or indirectly, engage in any business enterprise or activity,
which is competitive with the business of the Company either as an employee,
consultant, partner, shareholder, or in any other capacity. For the purposes of
this covenant not to compete, a competing business enterprise will be deemed
competitive only if such business enterprise (i) conducts research, develops
and/or tests products (the "Development") similar to the products the Company
then has under Development, or (ii) offers for sale in any market in which the
Company has significant sales, one or more products for which the major claimed
usage or usages overlap materially with the product or products of the Company
in existence at the time of termination of Employee's employment. Provided
however, that the Employee's work for Xxxxxx Pharmaceuticals, Inc. during a
transition period that will conclude on or before April 14, 2001 shall not
constitute a violation of this paragraph.
Further, the Employee agrees that he will not either during
or within One (1) year subsequent to the termination of his employment, solicit,
attempt to solicit, or attempt to persuade any employee, dealer, supplier or
customer of the Company to discontinue its business relationship with the
Company.
(c) The Employee and the Company acknowledge that it would
be very difficult or impossible to measure the damages resulting from a breach
of this Article 14, and that any such breach would cause immediate and
irreparable harm. Therefore, the Employee hereby agrees that any material breach
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or threatened breach by him of any provision of this Article 14 shall entitle
the Company, in addition to any other legal remedies available to it, to seek
from any Court of competent jurisdiction a temporary and permanent injunction in
order to enjoin such material breach or threatened breach. Provided, however,
that nothing contained in this paragraph shall prevent the Employee from
contesting such court action or the issuance of any injunction on the ground
that no violation occurred.
15. PATENTS AND PROPRIETARY RIGHTS
During the Term of employment all work product emanating
directly and/or indirectly from the Employees duties and activities effected on
behalf of the Company ("Work Product"), shall be exclusively owned by the
Company. In the event that any such Work Product is the subject of an
application for patent, copyright, trade xxxx or similar proprietary protection
("Application"), then regardless of the name of the person or entity submitting
the Application, the Employee hereby acknowledges the Company's exclusive rights
in and to the Application for proprietary protection. In the event that the
Application results in the issuance of the requested proprietary protection,
e.g. a patent, then the Employee hereby acknowledges the Company's exclusive
ownership therein, and the employee will execute any documents necessary to give
effect and implement this ownership, including but not limited to an assignment
of the Application and/or the issued proprietary protection.
16. NOTICES
Any notice required or permitted to be given under this
Agreement shall be sufficient if in writing and actually delivered, or if sent
either by Federal Express, or postage prepaid, by certified mail, return receipt
requested, with a copy by ordinary mail, to the addresses below:
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As to Company: 000 Xxxxx Xxxxxxx Xxxxxx
Xxxxxxxxx Xxxxxx, Xxx Xxxx 00000
As to Employee: 00 Xxxxxx Xxxx
Xxxxxxx, Xxx Xxxxxx 00000
or to such other address as either party shall designate by written notice to
the other.
17. ASSIGNMENT
The rights and obligations of the Company under this
Agreement shall inure to the benefit of and shall be binding upon the successors
and assigns of the Company. The Employee acknowledges that the services to be
rendered by him are unique and personal, and accordingly, he may not assign any
of his rights, duties, obligations or benefits under this Agreement.
18. ENTIRE AGREEMENT
This Agreement contains the entire agreement and
understanding of the Company and the Employee with respect to the subject matter
hereof, and shall incorporate, merge and supersede all prior agreements and
understandings had between the Company and the Employee, either oral or written,
if any. No modification, change or amendment to this Agreement, shall be binding
upon the Company or the Employee unless the same is in writing, and signed by
the party against whom enforcement of the modification, change or amendment is
sought to be enforced.
19. INDEMNIFICATION
The Company agrees that if the Employee is made a party, or
is threatened to be made a party, to any action, suit, proceeding, whether
civil, criminal, administrative, or investigative (a "Proceeding"), by reason of
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the fact that he is or was a director, officer or employee of the Company or any
Subsidiary or is or was serving at the request of the Company or any Subsidiary
as a director, officer, member, employee, or agent of another corporation,
partnership, joint venture, trust or other enterprise, including service with
respect to employee benefit plans, whether or not the basis of such Proceeding
is the Employee's alleged action in an official capacity while serving as a
director, officer, member, employee, or agent, the Employee shall be indemnified
and held harmless by the Company to the fullest extent legally permitted or
authorized by the Company's certificate of incorporation or bylaws or
resolutions of the Company's Board of Directors or, if greater, by the laws of
the State of Delaware against all cost, expense, liability and loss (including,
without limitation, attorneys' fees, judgments, fines, ERISA excise taxes or
penalties and amounts paid or to be paid in settlement) reasonably incurred or
suffered by the Employee in connection therewith, and such indemnification shall
continue as to the Employee even if he has ceased to be a director, member,
officer, employee, or agent of the Company or other entity and shall inure to
the benefit of the Employee's heirs, executors, and administrators. In the event
the Company does not provide a defense by retention of counsel (who is agreed
upon by the Company and the Employee), then the Company shall advance to the
Employee all reasonable costs and expenses to be incurred by him in connection
with a Proceeding within 20 days after receipt by the Company of a written
request for such advance. Such request shall include an undertaking by the
Employee to repay the amount of such advance if it shall ultimately be
determined that he is not entitled to be indemnified against such costs and
expenses. The provision of this Article shall not be deemed exclusive of any
other rights of indemnification to which the Employee may be entitled or which
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may be granted to him, and it shall be in addition to any rights of
indemnification to which he may be entitled under any policy of insurance.
20. LIABILITY INSURANCE
The Company agrees to maintain and continue a directors and
officers' liability insurance policy covering the Employee to the extent the
Company provides such coverage for its other executive officers.
21. MISCELLANEOUS
(a) This Agreement and the implementation of it shall be
subject to and governed by the laws of the State of New York, and any legal
proceedings relating to (i) the interpretation or enforcement of any of the
provisions of this Agreement, or (ii) any dispute relating to the employment
relationship created by the Agreement, shall only be brought in the State or
federal courts of New York.
(b) The Article headings contained herein are for reference
purposes only and shall not in any way affect the meaning or the interpretation
of this Agreement.
(c) The failure of any provision of this Agreement shall in
no manner affect the right to enforce the remainder of this Agreement, and the
waiver by either the Company or the Employee of any breach of any provision of
this Agreement shall not be construed to be a waiver by the Company or the
Employee of any succeeding breach of such provision or a waiver by such party of
any breach of any other provision of this Agreement.
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IN WITNESS WHEREOF, the parties hereto have executed this
Agreement on 16 March, 2001.
WITNESS: Employee:
/s/ Xxxxxxx Xxxxx /s/ G. Xxxxxxxxx Xxxxxxxxx
-------------------------- ----------------------------------------------
XXXXXXX XXXXX G. XXXXXXXXX XXXXXXXXX
Company:
COLUMBIA LABORATORIES, INC.
Witness:
/s/ Xxxxxx X. Xxxxxxxx By: /s/ Xxxxx X. Xxxxxxxxxxx
-------------------------- ------------------------------------------
XXXXXX X. XXXXXXXX XXXXX XXXXXXXXXXX,
President
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SCHEDULE 1
----------
Outside Business Interests
--------------------------
As of execution date:
1. Xxxxxxxxx will continue to work for Xxxxxx Pharmaceuticals, Inc.
for a transition period that will conclude on or before April 14,
2001.
Columbia Laboratories, Inc.
/s/ Xxxxx X. Xxxxxxxxxxx
-----------------------------------
By: XXXXX XXXXXXXXXXX, President
/s/ G. Xxxxxxxxx Xxxxxxxxx
-----------------------------------
G. XXXXXXXXX XXXXXXXXX
Dated: March 16, 2001
As and after execution date: Effective date:
---------------------------- ---------------
1. Xxxxxxxxx will continue to work for Xxxxxx 1. Immediately.
Pharmaceuticals, Inc. for a transition
period that will conclude on or before
April 14, 2001.
Columbia Laboratories, Inc.
/s/ Xxxxx X. Xxxxxxxxxxx
-----------------------------------
By: XXXXX XXXXXXXXXXX, President
/s/ G. Xxxxxxxxx Xxxxxxxxx
-----------------------------------
G. XXXXXXXXX XXXXXXXXX
Dated: March 16, 2001
