Exhibit 10.18
SEPARATION AND GENERAL RELEASE AGREEMENT
THIS SEPARATION AND GENERAL RELEASE AGREEMENT (this “Agreement”) is made and entered into as of the Effective Date, defined in Section 6(e) below, by and between, Leonid Beigelman, Ph.D., an individual (the “Employee”), and Aligos Therapeutics, Inc., a Delaware Corporation (the “Company”) (collectively the “Parties,” and each a “Party”).
WHEREAS, Employee and the Company are parties to that certain Amended and Restated Employment Agreement, dated as of February 10, 2021 (the “Employment Agreement”);
WHEREAS, Employee and the Company wish to specify the terms of Employee’s resignation from Employee’s employment with the Company and its affiliates effective December 1, 2023 (the “Separation Date”);
NOW THEREFORE, in consideration of the recitals above and the mutual promises and obligations contained herein, and other good and valuable consideration, the receipt and sufficiency of which are expressly acknowledged, it is agreed as follows:
Grant Number | Grant Date | Plan/Type | Granted Shares | Vested | Unvested |
ES-046 | 02/20/2020 | 2018/NQ | 65,849 | 63,105 | 2,744 |
ES-092 | 02/20/2020 | 2018/NQ | 202,399 | 193,965 | 8,434 |
ES-183 | 12/01/2020 | 2020/ISO | 24,720 | 18,540 | 6,180 |
ES-184 | 12/01/2020 | 2020/NQ | 275,280 | 200,210 | 75,070 |
ES-401 | 02/04/2022 | 2020/ISO | 42,135 | 4 | 42,131 |
ES-402 | 02/04/2022 | 2020/NQ | 184,665 | 99,221 | 85,444 |
ES-403 | 02/04/2022 | 2020/ISO | 32,679 | 0 | 32,679 |
ES-404 | 02/04/2022 | 2020/NQ | 24,021 | 0 | 24,021 |
ES-670 | 07/07/2022 | 2020/ISO | 16,483 | 2 | 16,481 |
ES-671 | 07/07/2022 | 2020/NQ | 96,517 | 37,664 | 58,853 |
ES-811 | 03/15/2023 | 2020/ISO | 46,300 | 0 | 46,300 |
ES-812 | 03/15/2023 | 2020/NQ | 123,200 | 24,718 | 98,482 |
Total | 1,617,096 | 1,120,277 | 496,819 |
Employee acknowledges that the vested and unvested portions of the awards shall remain subject to the terms of the Plan, and except as provided in Section 3, all unvested options are forfeited as of the Separation Date.
(collectively, the “Employee Unreleased Claims”).
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
Notwithstanding the provisions of Section 1542 or any statute or common law principle of similar effect in any jurisdiction, and for the purpose of implementing a full and complete release and discharge of all claims, Employee expressly acknowledges that this Agreement is intended to include in its effect, without limitation, all claims which Employee does not know or suspect to exist in Employee’s favor at the time of execution hereof, and that the general release agreed upon contemplates the extinguishment of any such claims.
If to the Company:
Kristina Engeseth
Vice President, Head of People & Culture
kengeseth@aligos.com
If to Employee:
Leonid Beigelman
lnb22358@gmail.com
Notices and communications shall be effective when actually received by the addressee. Either Party may change the address for notice by sending written notice of a change of address to the other Party in accordance with this Section.
IN WITNESS WHEREOF, this Agreement is executed by the parties hereto as of the date indicated by the signature.
Leonid Beigelman, Ph.D.
DATED: ______________________ ___________________________________
Aligos Therapeutics, Inc.
DATED: ______________________ ____________________________________
Name: Lawrence Blatt
Title: Chairman and CEO