Exhibit 10.1





Exhibit 10.1




BY ELECTRONIC DELIVERY

PRIVATE AND CONFIDENTIAL


November 5, 2010




Dear Michelle:



Re: Offer of Employment — EVP, Operations and Chief Financial Officer



I am pleased to provide this Offer of Employment in respect to the position of Executive Vice
President, Operations and Chief Financial Officer at OncoGenex Pharmaceuticals, Inc.



Term




This Offer of Employment is for a full-time permanent position starting on Monday, January 3, 2011.



Position




The position title will be Executive Vice President, Operations and Chief Financial Officer and
will carry the duties and responsibilities associated with that position.



Compensation




Details regarding base compensation and bonus structure are provided in the Employment Agreement
dated November 5, 2010.



Location of Employment




Your day-to-day location of employment will be our Bothell office, with travel to our office in
Vancouver as required. We anticipate that travel to the Vancouver office will be more frequent
during the first 6 months of your employment.



Benefits




OncoGenex has established an excellent health and dental benefits program which will be made
available to you upon commencement of your term employment. Enclosed is a summary of the health
programs in effect at OncoGenex.



Employee Stock Option Participation




On commencement of your employment (the “Grant Date”), you will be granted stock options in
accordance with the terms of OncoGenex’s 2010 Performance Incentive Plan to purchase 35,000 common
shares in the capital stock of OncoGenex Pharmaceuticals, Inc. at an exercise price equal to the
closing sales price on the Grant Date or, if no closing sales price is reported on that day, the
closing sales price on the next preceding day for which a closing price is reported, for a term of
10 years vesting monthly over four years (all as determined under the Plan).


 


 









 





Vacation




You will be entitled to 20 days paid vacation, with your vacation entitlement in your first year
accruing monthly from the date your employment commences.



Employment Contract




OncoGenex requires all of its employees to sign an Employee Agreement containing, among other
things, obligations of confidence and assignment of intellectual property. Such agreement has been
provided for your review and execution upon agreement of the terms detailed herein. In the event
of any inconsistency between this letter and the Employment Agreement, the Employment Agreement
will govern.



If you agree with the terms set forth in this letter, please countersign this letter in the space
provided below and execute the enclosed Employment Agreement and return both via facsimile
(604-736-3687) to the attention of Sandra Thomson (please call her first to ensure she can
intercept the fax directly) or by e-mail to sthomson@oncogenex.com. This Offer of Employment is
open for acceptance until 5:00 p.m. Pacific on November 8, 2010.



Sincerely,




OncoGenex Pharmaceuticals, Inc.




	 	 	 
	/s/ Scott Cormack
 

Scott Cormack,

President & CEO

	 	 






I, Michelle Burris, hereby agree to the above terms of employment.



	 	 	 	 	 
	/s/ Michelle Burris
 

Michelle Burris

	 	November 5, 2010
 

Date
	 	 







 


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