Exhibit 10.56
JAZZ PHARMACEUTICALS,
INC.
NON-EMPLOYEE
DIRECTOR
COMPENSATION
ARRANGEMENTS
(as modified on August 14,
2008)
On May 1, 2007, the Board of
Directors (the “Board”) of Jazz Pharmaceuticals, Inc.
(the “ Company ”) adopted the following
compensation program for non-employee directors of the Board to be
effective upon the closing of the initial public offering of the
Company’s common stock (the “ Offering
”). Pursuant to this program, each member of the Board who is
not an employee or an officer of the Company will receive the
following cash compensation for Board services (“ Board
Retainers ”), as applicable:
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a $30,000 annual retainer for
service as a Board member;
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a $15,000 supplemental annual
retainer for service as chair of the audit committee;
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a $10,000 supplemental annual
retainer for service as chair of the compensation committee;
and
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a $5,000 supplemental annual
retainer for service as chair of each other committee of the
Board.
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The Company will continue to
reimburse its non-employee directors for their reasonable expenses
incurred in attending meetings of the Board and committees of the
Board.
Additionally, members of the Board
who are not employees or officers of the Company will receive
non-statutory stock options under the Company’s 2007
Non-Employee Directors Stock Option Plan which will become
effective immediately upon the signing of the underwriting
agreement for the Offering. Each non-employee director joining the
Board after the closing of the Offering will automatically be
granted a non-statutory stock option to purchase 30,000 shares of
common stock with an exercise price