Fourth Amendment to Employment Agreement between ARIAD Pharmaceuticals, Inc. and David Berstein, Esq.

Summary

ARIAD Pharmaceuticals, Inc. and David Berstein, Esq. have amended their existing employment agreement. This amendment extends Mr. Berstein's employment term to December 31, 2003, with automatic one-year renewals unless either party gives 90 days' written notice. It sets his annual salary at $221,000 for the first year, with possible increases determined by the company's board. The amendment also updates the definition of the company's business focus. All other terms of the original agreement remain unchanged.

EX-10.2 3 b39223apex10-2.txt AMENDED EMPLOYMENT AGREEMENT WITH D.BERSTEIN, ESQ 1 EXHIBIT 10.2 FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT This AMENDMENT TO EMPLOYMENT AGREEMENT (the "Fourth Amendment") made as of January 1, 2001 between ARIAD Pharmaceuticals, Inc., a Delaware corporation (the "Company"), and David Berstein, Esq. (the "Employee"). The Company and the Employee have entered into an Employment Agreement dated as of August 3, 1993 as previously amended (the "Agreement"), and the parties hereto desire to further amend certain provisions of the Agreement. NOW, THEREFORE, in consideration of the premises set forth herein and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto agree to further amend the Agreement as follows: I. TERM OF EMPLOYMENT. The first sentence of Section 2 is hereby amended to read as follows: "The term of the Employee's employment under the Agreement is hereby extended to December 31, 2003 (the "Term"), unless sooner terminated pursuant to Section 4 or 5 of this Agreement; PROVIDED, however, that this Agreement shall automatically be renewed for successive one-year terms (the Term and, if the period of employment is so renewed, such additional period(s) of employment are collectively referred to herein as the "Term") unless terminated by written notice given by either party to the other at least 90 days prior to the end of the applicable Term." II. COMPENSATION. Section 3.1 is hereby replaced and amended in its entirety as follows: "3.1. As full compensation for all services to be rendered pursuant to this Agreement, the Company agrees to pay the Employee, during the Term, a salary at the fixed rate of $221,000 per annum during the first year of the Term and increased each year thereafter, by amounts, if any, to be determined by the Board of Directors of the Company (the "Board") in its sole discretion, payable in equal semi-monthly installments, less such deductions or amounts to be withheld as shall be required by applicable law and regulations." III. DEFINITIONS. The definition of the Company's "Field of Interest" in Section 14(b) of the Agreement is hereby amended to read as follows: The "Company's Field of Interest" is the discovery, development and commercialization of (i) pharmaceutical products based on (a) intervention in signal transduction pathways and (b) gene and cell therapy, and (ii) technologies to regulate genes and proteins. The Company's Field of Interest may be changed at any time at the sole discretion of the Company. IV. This Amendment shall be governed by and construed and enforced in accordance with the laws of the Commonwealth of Massachusetts applicable to agreements made and to be performed entirely in Massachusetts. V. Except as modified by this Fourth Amendment, the Agreement remains in full force and effect and unchanged. 1 2 IN WITNESS WHEREOF, the parties have executed this Fourth Amendment as of the date first written above. ARIAD PHARMACEUTICALS, INC. By: /s/ Harvey J. Berger ------------------------------------ Harvey J. Berger, M.D. Chairman and Chief Executive Officer EMPLOYEE /s/ David Berstein ------------------------------------ David Berstein, Esq. 2