Exhibit 10.13
December 1, 2021
Via Electronic Delivery
Marie-Louise Fjaellskog, MD, PhD
Re: Separation from Employment; Waiver of Non-Competition Provision
Dear Marie-Louise:
As we have discussed, your employment with Sensei Biotherapeutics, Inc. (the “Company”) will be concluding on December 5, 2021. With respect to the conclusion of your employment with the Company, please note the following important information.
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Please contact me if you have any questions regarding this process. We wish you well in your future endeavors.
Enclosure
cc: Elisabeth Colunio, VP Human Resources
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Separation Agreement
This Separation Agreement (the “Agreement”), dated December 1, 2021, by and between Marie-Louise Fjaellskog, MD, PhD (the “Employee”) and Sensei Biotherapeutics, Inc. (the “Company”) (each a “Party” and together the “Parties”) confirms the Parties’ agreement and understanding regarding the terms of the Employee’s separation of employment from the Company.
As more fully set forth below, the Company desires to provide the Employee with severance pay and benefits in exchange for certain agreements by the Employee. The Employee may take up to twenty one (21) days to review and sign this Agreement. This Agreement shall become effective on the eighth (8th) day following the Employee’s acceptance of it (the “Effective Date”), as provided below.
Now, therefore, in consideration of the mutual promises, terms, provisions, and conditions contained herein, the Parties agree as follows:
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The Severance Benefit is not otherwise due to the Employee under any Company employment agreement, policy or practice, shall not constitute a severance plan, and shall confer no benefit on anyone other than the parties hereto. Except for the specific financial consideration set forth herein, the Employee is not entitled to any other compensation including, without limitation, wages, bonuses, incentive compensation, vacation pay, holiday pay, equity, or any other form of compensation or benefit.
1/ The three (3) month post-service exercise period under the 2021 Equity Plan shall remain unchanged.
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2/ For the purposes of this section, the parties agree that the term the “Company” shall include Sensei Biotherapeutics, Inc. and its divisions, affiliates, parents and subsidiaries, and its and their respective officers, directors, shareholders, owners, employees, attorneys, agents and assigns.
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Protection Act, the Civil Rights Acts of 1866 and 1871, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Equal Pay Act, the Americans With Disabilities Act, the Genetic Information Non-Discrimination Act, the Lilly Ledbetter Fair Pay Act, the National Labor Relations Act, the Family and Medical Leave Act, the Families First Coronavirus Response Act, the Coronavirus Aid, Relief, and Economic Security Act, the Employee Retirement Income Security Act of 1974, COBRA, the Worker Adjustment and Retraining Notification Act, the Uniformed Services Employment and Reemployment Rights Act, the Massachusetts Fair Employment Practices Statute, the Massachusetts Equal Rights Act, Massachusetts Civil Rights Act, the Massachusetts Wage Act, the Massachusetts Minimum Fair Wages Act, the Massachusetts Equal Pay Act, the Massachusetts Paid Family and Medical Leave Act, and any similar Massachusetts or other state or federal statute; please note that this section specifically includes a waiver and release of Claims that Employee has or may have regarding payments or amounts covered by the Massachusetts Wage Act or the Massachusetts Minimum Fair Wages Act, including hourly wages, salary, overtime, minimum wages, commissions, vacation pay, holiday pay, sick leave pay, dismissal pay, bonus pay or severance Pay; (ii) Claims under any Massachusetts or any other state or federal common law theory, including wrongful discharge, retaliation, breach of express or implied contract, promissory estoppel, unjust enrichment, breach of a covenant of good faith and fair dealing, violation of public policy, defamation, interference with contractual or business relations, intentional or negligent infliction of emotional distress, invasion of privacy, misrepresentation, deceit, fraud or negligence or any claim to attorneys’ fees under any applicable statute or common law theory of recovery; and (iii) any other Claim arising under other state or federal statute or common law.
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[Signature Page Follows]
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If the foregoing correctly sets forth the Parties’ understanding, the Employee shall sign, date and return the enclosed copy of this Agreement to Elisabeth Colunio, VP, Human Resources, within twenty one (21) days and, if the Employee does not rescind the Employee’s acceptance of this Agreement, then this Agreement shall become effective on the eighth (8th) day following the date of Employee’s signature below.
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