Exhibit 10.1
AMENDED EXECUTIVE EMPLOYMENT AGREEMENT
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of this 25th of August 2023, by and between ATAI Life Sciences US, Inc. a Delaware corporation (the “Company”) and Stephen Bardin (the “Executive”). The Company and the Executive may each be referred to in this Agreement individually, as a “Party” and collectively, as the “Parties.”
RECITALS
WHEREAS, the Company and Executive have entered into that certain Executive Employment Agreement dated as of June 11, 2022 (the “Employment Agreement”).
WHEREAS, Executive has been employed in Germany for the German affiliate atai Life Sciences AG upon the terms and conditions set forth within the employment agreement between atai Life Sciences AG and Stephen Bardin dated as of November 8, 2022 (the “German Employment Agreement”), and also entered into that certain Side Agreement dated as of November 8, 2022 (the “Side Agreement”).
WHEREAS, Executive wishes to return to the U.S.A. and render services upon the terms and conditions set forth in this Agreement, effective August 25, 2023 (the “Effective Date”).
AGREEMENT
NOW, THEREFORE, in consideration of the compensation and benefits provided by the Company and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and the Executive, intending to be legally bound, hereby agree as follows, effective on the Effective Date:
If to the Company: ATAI Life Sciences US, Inc.
c/o WeWork, 11th Floor
524 Broadway
New York, NY 10012 U.S.A.
with a copy to (by email)
Kristina Beirne, Esq., Dentons US, LLP (kristina.beirne@dentons.com)
If to the Executive: Stephen Bardin
7252 Monte Vista Ave.
La Jolla, CA 92037
If sent by mail, such notice shall be deemed to have been given on the date of delivery set forth on the registered or certified mail receipt or upon the third (3rd) day after mailing if delivery is refused.
[Signature page to follow]
IN WITNESS WHEREOF, the Parties have duly executed this Agreement as of the date set forth opposite their respective names below.
COMPANY
ATAI LIFE SCIENCES N.V.
By: /s/ Florian Brand
Name: Florian Brand
Title: CEO
ATAI LIFE SCIENCES US, INC.
By:/s/ Florian Brand
Name: Florian Brand
Title: CEO
EXECUTIVE
/s Stephen Bardin
Stephen Bardin
This Separation Agreement and Release (“Agreement”) is made by and between Stephen Bardin (“Executive”) and ATAI Life Sciences US, Inc., a Delaware corporation (together with any successor, the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”). Capitalized terms used but not defined in this Agreement shall have the meanings set forth in the Employment Agreement (as defined below).
WHEREAS, in connection with Executive’s termination of employment with the Company or a subsidiary or affiliate of the Company effective , 20__, the Parties wish to resolve any and all disputes, claims, complaints, grievances, charges, actions, petitions, and demands that Executive may have against the Company and any of the Releasees as defined below, including, but not limited to, any and all claims arising out of or in any way related to Executive’s employment with or separation from the Company or its subsidiaries or affiliates but, for the avoidance of doubt, nothing herein will be deemed to release any rights or remedies in connection with Executive’s ownership of vested equity securities of the Company or one if its affiliates, vested benefits or Executive’s right to indemnification by the Company or any of its affiliates pursuant to contract or applicable law (collectively, the “Retained Claims”).
NOW, THEREFORE, in consideration of the severance payments and benefits described in Section [7(b)/7(c)] of the Employment Agreement, which, pursuant to the Employment Agreement, are conditioned on Executive’s execution and non-revocation of this Agreement, and in consideration of the mutual promises made herein, the Company and Executive hereby agree as follows:
Executive agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. Executive acknowledges that Executive has been advised of and is familiar with the provisions of laws that may prohibit the release of unknown claims, including for example California Civil Code Section 1542, which states:
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.
Executive, being aware of said code section, expressly waives all rights Executive may have thereunder, if applicable, as well as under any other statute or common law principles of similar effect. This release does not release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to report possible violations of federal law or regulation to any governmental agency or entity in accordance with the provisions of and rules promulgated under Section 21F of the Securities Exchange Act of 1934 or Section 806 of the Sarbanes-Oxley Act of 2002, or any other whistleblower protection provisions of state or federal law or regulation and any right to receive an award for information provided thereunder, Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company for discrimination (with the understanding that Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company or any Releasee for any alleged discriminatory treatment), claims for unemployment compensation or any state disability insurance benefits pursuant to the terms of applicable state law, claims to continued participation in certain of the Company’s group benefit plans pursuant to the terms and conditions of COBRA, claims to any benefit entitlements vested as the date of separation of Executive’s employment, pursuant to written terms of any employee benefit plan of the Company or its affiliates and Executive’s right under applicable law and any Retained Claims. This release further does not release claims for breach of Section 6(c) or Section [7(b)/7(c)] of the Employment Agreement.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the respective dates set forth below.
EXECUTIVE
Dated: ____________________________
Stephen Bardin
ATAI LIFE SCIENCES US, INC.
Dated: By:
Name:
Title: