FORM OF NON-EQUITY INCENTIVE COMPENSATION PLAN AGREEMENT
EXHIBIT 10.1
FORM OF NON-EQUITY INCENTIVE COMPENSATION PLAN AGREEMENT
TO: <NAME>
DATE: <DATE>
Dear <NAME>:
Thank you for your dedicated service and commitment to Vion Pharmaceuticals, Inc. (the “Company”).
As you are aware, 2009 is a critical year for the Company as we continue to work with the U.S. Food
and Drug Administration (“FDA”) to obtain approval of our New Drug Application (“NDA”) for and
prepare to launch OnriginTM. In order to encourage your continued dedication and focus
during this time, we have adopted a non-equity incentive compensation plan (the “Plan”) covering
all full-time employees for the year ending December 31, 2009. Under the Plan, you are entitled to
non-equity incentive compensation of $ , payable in four installments according to the
following schedule, subject to the achievement of the specified milestone and your continuous
employment with the Company through the applicable incentive payment date:
| Milestone: | Amount: | |
April 30, 2009
|
$ (20% of your target) | |
Earlier of (i) completion of the FDA’s
Oncology Drug Advisory Committee
(“ODAC”) meeting regarding
OnriginTM or (ii) September
30, 2009
|
$ (20% of your target) | |
Approval by the FDA of the Company’s NDA
for OnriginTM
|
$ (30% of your target) | |
The Company’s first commercial shipment
of OnriginTM
|
$ (30% of your target) |
The incentive payment date will be the end date of the first payroll period following achievement
of the specified milestone. If your employment with the Company terminates before an incentive
payment date, you will not be eligible to receive any remaining incentive payments.
Miscellaneous. All incentive payments are subject to applicable tax withholding. This letter does
not guarantee or imply any right to continued employment for any period and does not constitute an
employment contract.
We value your efforts and look forward to your continued contribution.
Very truly yours,
Xxxx Xxxxxxx
Chief Executive Officer
