Exhibit 10.10
AGREEMENT TO PARTICIPATE IN
THE
FACET BIOTECH
CORPORATION
RETENTION AND SEVERANCE
PLAN
Effective December 18,
2008
In consideration of the benefits
provided by the Facet Biotech Corporation Retention and Severance
Plan (the “ Plan ” ), the undersigned
employee of Facet Biotech Corporation (the “
Company ” ) and the Company agree that, as of the
date written below, the undersigned shall become a Participant in
the Plan and shall be fully bound by and subject to all of its
provisions, subject to the modification of
Section 4.1(b)(4) thereof, titled “Involuntary
Termination Absent a Change in Control — Severance Benefits
— Acceleration of Vesting of Equity Awards,” set forth
in Appendix A attached hereto. All references to a
“Participant” in the Plan shall be deemed to refer to
the undersigned.
The undersigned employee
acknowledges that the Plan confers significant legal rights and may
also constitute a waiver of rights under other agreements with the
Company; that the Company has encouraged the undersigned to consult
with the undersigned’s personal legal and financial advisors;
and that the undersigned has had adequate time to consult with the
undersigned’s advisors before executing this
agreement.
The undersigned employee
acknowledges that he or she has received a copy of the Plan and has
read, understands and is familiar with the terms and provisions of
the Plan. The undersigned employee further
acknowledge
