Amendment to Consulting Agreement between Neurologix, Inc. and Dr. Matthew J. During (October 3, 2008)

 

Exhibit 10.1

 

October 3, 2008

 

Matthew J. During, MD, DSc

Professor and Director

The Ohio State University

BRT 912, 460 West 12th Street

Columbus, OH 43210

 

Dear Dr. During:

 

This letter (the “Amendment”) amends that certain Consulting Agreement, dated as of October 1, 1999 (the “Consulting Agreement”), as amended, by letter agreements dated October 8, 2003, April 30, 2004, June 27, 2006, and October 1, 2007, by and between Neurologix, Inc. (“Neurologix”), a Delaware corporation and you. Capitalized terms used herein, but not otherwise defined, shall have the meanings set forth in the Consulting Agreement.

 

It is therefore agreed as follows:

 

1.

Section 4 of the Consulting Agreement is amended and restated to read as follows:

4.

Term and Termination.  The term of this Agreement shall end on September 30, 2009, unless earlier terminated for cause (including breach of any agreement between the parties) by either party upon thirty (30) days written notice to the other party.

 

2.

Except as amended above by this Amendment, all of your and Neurologix’s respective rights and obligations under the Consulting Agreement and the related Confidentiality, Proprietary Information and Inventions Agreement, dated as of October 1, 1999, between yourself and Neurologix, shall be deemed preserved by this Amendment, without modification or reduction.

 

3.

This Amendment shall be governed by, and construed pursuant to, the laws of the State of New York applicable to agreements made and to be performed wholly within such State.

 

 

IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first written above.  This Amendment may be executed in counterparts.

 

Very truly yours,

 

NEUROLOGIX, INC.

 

 

 

ACCEPTED AND AGREED: