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EXHIBIT 10.10
[AMICUS THERAPEUTICS LOGO]
June 3, 2005
Dr. Pedro Huertas
283 Simon Willard Road
Concord, MA 01742
Dear Pedro:
On behalf
of Amicus Therapeutics, Inc. (the "Company"), I am pleased to
confirm our offer to you for the position of Chief Development
Officer reporting
to me. Your start date will be mutually agreed upon but no later
then July 1,
2005.
In
consideration for all your services to be rendered to the Company
your
annual base salary will be $275,000, to be paid semi-monthly in
accordance
with the Company's payroll practices. Upon the completion of
mutually agreed
upon individual goals and objectives as well as the achievement of
specific
Company goals, you will be eligible to receive a bonus target of
25% of your
base salary, minus customary deductions. Once you agree to join
Amicus, payable
with your first paycheck, you will receive a sign on bonus of
$25,000 minus
customary deductions.
Subject to
approval by the Board of Directors, you will receive an
incentive stock option to purchase 724,101 shares of the Company's
common stock.
The option will become exercisable over a four-year period as
follows: 25% on
the first anniversary of the date of grant, and 75% in equal
monthly increments
thereafter. The exercise price of the option will be the fair
market value of
the Company's common stock on the date of grant. Shares issuable
upon exercise
of the option will be subject to certain transfer restrictions
including the
right of first refusal.
Given that
you currently reside over 50 miles from our location in
Cranbury NJ, you will be eligible to be initially reimbursed for
reasonable
relocation expenses up to $25,000 to facilitate your move.
If you are
terminated without Cause, you will be eligible for a
continuation of six (6) months salary, an additional six (6) months
of option
vesting, plus payment of a bonus payment equal to the bonus earned
in the
preceding year. "Cause" means for any of the following reasons: (i)
willful or
deliberate misconduct by you that materially damages the company;
(ii)
misappropriation of company assets; (iii) conviction of or a plea
of guilty or
"no contest" to, a felony; or (iv) any willful disobedience of the
lawful and
unambiguous instructions of the CEO of the company; provided that
the CEO has
given you written notice of such disobedience or neglect and you
have failed to
cure such disobedience or neglect within a period reasonable under
the
circumstances.
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675 U.S. Highway One North Brunswick,
NJ 08902
T: 732-745-9977 F: 732-745-9769
www.amicustherapeutics.com
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Dr. Pedro Huertas
June 3, 2005
Page #2 of 3
If there
is a Change in Control Event and you resign for Good Reason or
are terminated withou