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As Of Filer Filing For·On·As Docs:Size Issuer Agent 4/30/10 Neogenix Oncology Inc 10-12G 32:4.4M RR Donnelley/FA |
Document/Exhibit Description Pages Size
1: 10-12G Form 10 HTML 860K
2: EX-3.1 Amended and Restated Articles of Incorporation HTML 53K
3: EX-3.2 Second Amended and Restated Bylaws HTML 98K
4: EX-4.1 Specimen Common Stock Certificate HTML 11K
5: EX-10.1 Employment Agreement Dated May 5, 2009 HTML 68K
14: EX-10.10 Form of Incentive Stock Option Agreement HTML 84K
15: EX-10.11 Lease by and Between the Registrant & Affiliated HTML 140K
Developers, Dated 03/17/2005
16: EX-10.12 First Modification of Lease, Dated 07/18/2008 HTML 36K
17: EX-10.13 Second Modification of Lease, Dated 01/22/2009 HTML 26K
18: EX-10.14 Third Modification of Lease, Dated 10/27/2009 HTML 52K
19: EX-10.15 Lease and License Agreement, Dated 04/28/2004 HTML 50K
20: EX-10.16 Amendment No. 1 to Lease and License Agreement, HTML 23K
Dated 05/28/2004
21: EX-10.17 Amendment No. 2 to Lease and License Agreement, HTML 23K
Dated 06/17/2005
22: EX-10.18 Amendment No. 3 to Lease and License Agreement , HTML 20K
Dated 07/02/2006
23: EX-10.19 Amendment No. 4 to Lease and License Agreement , HTML 21K
Dated 05/11/2007
6: EX-10.2 Amendment to Employment Agreement, Dated HTML 22K
02/19/2010
24: EX-10.20 Amendment No. 5 to Lease and License Agreement, HTML 23K
Dated 01/25/2008
25: EX-10.21 Amendment No. 6 to Lease and License Agreement, HTML 23K
Dated 03/21/2008
26: EX-10.22 Amendment No. 7 to Lease and License Agreement, HTML 22K
Dated 08/11/2008
27: EX-10.23 Amendment No. 9 to Lease and License Agreement, HTML 19K
Dated 04/30/2009
28: EX-10.24 Amendment No. 10 to Lease and License Agreement, HTML 22K
Dated 08/20/2009
29: EX-10.25 Amendment No. 10 (#2) to Lease and License HTML 21K
Agreement, Dated 09/29/2009
30: EX-10.26 Amendment No. 11 to Lease and License Agreement, HTML 22K
Dated 01/19/2010
31: EX-10.27 Amendment No. 12 to Lease and License Agreement, HTML 21K
Dated 02/12/2010
32: EX-10.28 Service Agreement HTML 361K
7: EX-10.3 Employment Agreement Dated May 5, 2009 HTML 69K
8: EX-10.4 Amendment to Employment Agreement, Dated HTML 22K
02/19/2010
9: EX-10.5 Employment Agreement Dated May 5, 2009 HTML 67K
10: EX-10.6 Amendment to Employment Agreement, Dated HTML 22K
02/19/2010
11: EX-10.7 2005 Employee, Director and Consultant Stock HTML 77K
Option Plan, as Amended
12: EX-10.8 2005 Amended and Restated Stock Option Plan HTML 90K
13: EX-10.9 Form of Non-Qualified Stock Option Agreement HTML 67K
| Amendment to Employment Agreement, dated 02/19/2010 |
Exhibit 10.6
AMENDMENT TO EMPLOYMENT AGREEMENT
This AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”), dated as of February 19, 2010, is by and between Neogenix Oncology, Inc. (the “Company”) and Peter Gordon (“you”).
WHEREAS, you and the Company entered into an Employment Agreement (the “Employment Agreement”), dated as of May 5, 2009; and
WHEREAS, you and the Company now desire to amend certain terms of the Employment Agreement.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, you and the Company agree as follows:
AGREEMENT
| 1. | Amendment to Section 3(a). The first sentence of Section 3(a) of the Employment Agreement is hereby replaced by the following: |
“The Company will pay you a base salary at the annual rate of four hundred fifty thousand dollars ($450,000)(the “Base Salary”).
| 2. | Amendment to Section 3(b): Section 3(b) of the Employment Agreement is hereby replaced with the following: |
“Performance Bonus. If you achieve performance targets as established by the Company on an annual basis, at the discretion of the Compensation Committee of the Company’s Board of Directors, you shall be eligible for a performance bonus of up to fifty percent (50%) of your Base Salary for each calendar year (the “Performance Bonus”). Any Performance Bonus shall be paid on a quarterly basis in equal amounts not to exceed twelve and one-half percent (12.5%) of your Base Salary, with each payment to be made by no later than thirty (30) days following the end of the quarter in which it is earned.”
| 3. | Amendment to Section 4(d): Section 4(d) of the Employment Agreement is hereby replaced with the following: |
| (d) | Termination Without Cause or Due to Non-Renewal by the Company, or for Good Reason by You. If your employment hereunder is terminated either by the Company without Cause or by you for a Good Reason, the Company will pay the Accrued Obligations to you promptly following such termination and subject to your execution in a form satisfactory to the Company (and submitted so as to be effective no later than seventy (70) days following such termination) of a general release of claims against the Company, its officers, directors, employees, agents, subsidiaries and affiliates: |
| (i) | The Company will pay you an amount equal to the greater of the Base Salary at the rate in effect at such termination in accordance with Section 3(a) of this Agreement for a twelve (12) period or the period remaining prior to April 30, 2012, with such amount payable in accordance with the Company’s normal payroll schedule over the course of such period. |
| (ii) | The Company will continue to provide you with health insurance for so long as it is obligated to continue payments equal to the Base Salary pursuant to Section 4(d)(ii) above if you make an effective COBRA election, and provided if the duration of the base salary payments exceeds eighteen (18) months, the Company will make monthly payments in lieu of paying such premiums for the remainder of the applicable period, subject to applicable law and the terms of the respective policies. |
No payment or benefit shall be provided under (i) or (ii) above before such 70th day following such termination, and you shall forfeit all rights to such payments and benefits unless the Company property described in Section 8 below is returned and such release is signed and delivered (and any right to revoke has expired) before such 70th day. The first payment shall include payment of all amounts that otherwise would have been due earlier under the terms of this Agreement had such payments commenced immediately upon such termination, and any payments made thereafter shall continue as provided above.
| 4. | Counterparts. This Amendment may be executed in two (2) counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. |
| 5. | Effectiveness of Amendment. This Amendment shall be effective, and shall become a part of the Employment Agreement, as of the date first written above upon execution of counterparts to this Amendment by you and the Company. Except as expressly set forth herein, this Amendment shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Employment Agreement, all of which shall continue in full force and effect. |
| 6. | Miscellaneous. This Amendment shall be binding upon and inure to the benefit of and be enforceable by the respective successors and assigns of the parties hereto. The Employment Agreement, as amended by this Amendment, embodies the entire agreement and understanding among the parties hereto and supercedes all prior agreements and understandings relating to the subject matter hereof. If any provision hereof or any application thereof shall be invalid or unenforceable, the remainder hereof and any other application of such provision shall not be affected thereby. To the extent there is any inconsistency between the terms of this Amendment and the terms of the May 5, 2009 Employment Agreement, the terms of this Amendment shall govern. |
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first written above.
| NEOGENIX ONCOLOGY, INC. |
| /s/ Myron Arlen |
| By: Myron Arlen, M.D. |
| /s/ PETER GORDON |
| PETER GORDON |
| This ‘10-12G’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 4/30/12 | None on these Dates | |||
| Filed on: | 4/30/10 | |||
| 2/19/10 | ||||
| 5/5/09 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/03/10 SEC UPLOAD¶ 10/20/17 1:49K Neogenix Oncology Inc. 7/07/10 SEC UPLOAD¶ 10/20/17 1:61K Neogenix Oncology Inc. 6/24/10 SEC UPLOAD¶ 10/20/17 1:95K Neogenix Oncology Inc. 5/24/10 SEC UPLOAD¶ 10/20/17 1:125K Neogenix Oncology Inc. |