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EXHIBIT 10.11
[AMICUS THERAPEUTICS LOGO]
December 19,2005
Dr. David Lockhart
510 Torrey Point Road
Del Mar, CA 92014
Dear Dave:
On behalf
of Amicus Therapeutics, Inc. (the "Company"), I am pleased to
confirm out offer to you for the position of Chief Scientific
Officer reporting
to me. We look forward to you starting on January 2, 2006.
Prior to
the commencement of your employment you will be required to
execute the Company's Confidentiality, Disclosure and
Non-Competition Agreement.
A copy of this agreement is attached.
In
consideration for all your services to be rendered to the Company
your
annual base salary will be $280,000, to be paid biweekly 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 year and 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
$20,000 minus
customary deductions.
Upon
approval by the Board of Directors, you will receive an
incentive
stock option to purchase 750,000 shares of the Company's common
stock, par value
$.01 per share (the "Common Stock") pursuant to a stock option
agreement in form
and substance acceptable to the Company. The options will become
exercisable
over a four-year period as follows 25% on the first anniversary of
the date of
grant, and the remaining 75% in equal monthly increments
thereafter. The
exercise price of the options will be the fair market value of the
Company's
common stock on the date of grant. Shares issuable upon exercise of
each option
will be subject to certain transfer restrictions including the
right of first
refusal. Additionally, exercise of the options will be governed in
accordance
with the provisions of the Company's stock option plan.
You will
be eligible to participate in the Company's health benefits
program and are eligible to participate in the Company's 401 (k) as
well as any
other employee benefit plan(s) that are generally made available by
the Company
to its employees from time to time when and as the Company may make
them
available. You will be eligible for paid Company holidays as
outlined in our
Holiday Policy and you will be eligible for twenty (20) days paid
vacation,
three weeks during the year and one between Christmas and New
Years. Vacation
acorues on a monthly basis. Because the Company expects to
6 Cadar Brook Drive Cranbury, NJ. 08512 T; 609-66-2000 F: 609-662-2001
www.amicustherapeutics.com
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Dr. David Lockhart
December 19, 2005
Page #2 of 3
regularly review its benefit programs to keep them up to date and
competitive,
these programs are subject to periodic adjustments so that certain
features may
be added, modified or deleted over time.
Given that
you currently reside over 50 miles from our location in
Cranbury NJ, you will