This Employment Agreement (Agreement) is entered into as of September 19, 2019 by and between Frequency Therapeutics, Inc. (the Company), a Delaware corporation, and Carl LeBel (Executive) and will become effective, if at all, upon the date of closing of the Companys initial public offering of stock pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the Effective Date).
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and in consideration of the mutual covenants and obligations contained in this Agreement, the parties, intending to be legally bound, hereby agree as follows:
1. Position and Duties. Effective on the Effective Date, Executive will continue to be employed to serve on a full-time basis as Chief Development Officer, responsible for such duties as are consistent with such position, plus such other duties as may from time to time be assigned by the Chief Executive Officer (CEO) of the Company, and subject to the other terms and conditions herein provided. Executive shall report to the CEO of the Company, and he agrees to devote his full business time, best efforts, skill, knowledge, attention and energies to the advancement of the Companys business and interests and to the performance of his duties and responsibilities as an employee of the Company. Executive may also serve on boards of directors of entities that do not compete with the Company and may engage in religious, charitable and other community activities, provided that such activities do not individually or in the aggregate interfere with the performance of Executives duties under this Agreement, violate the Companys standards of conduct then in effect, or raise a conflict under the Companys conflict of interest policies.
2. Term. Executives employment under this Agreement shall commence on the Effective Date and shall end upon the earlier of the date the Company terminates Executives employment under Section 7 or 8 or Executives employment terminates under Section 8 or 9 (such period, the Term).
3. Base Salary. During the Term, Executives base salary will be at the monthly rate of $35,416.67 (equivalent to an annualized base salary of $425,000.00), less all applicable withholding taxes and authorized deductions, to be paid in installments in accordance with the Companys regular payroll practices.
4. Bonus. During the Term, Executive will be eligible for a performance bonus of up to 40% of the annualized base salary, based on Executives individual performance and the Companys performance during the applicable fiscal year, in accordance with certain milestones to be determined by the board of directors of the Company (the Board). The bonus, if any, shall be paid within the first quarter of each year. Executive must be an active employee of the Company on the date any bonus is paid in order to be eligible for payment of the bonus.
5. Business Expenses. During the Term, the Company shall reimburse Executive for all reasonable, documented business expenses incurred in accordance with Company policies and paid by Executive in the performance of his services under this Agreement, upon presentation by Executive of documentation, expense statements, receipts, vouchers and/or such other supporting