kl09037_ex4-19.htm

 

    
      

    

     

    Exhibit
4.19

     

     

     

    RIVEX PHARMA INC.

    A DIVISION OF HELIX
BIOPHARMA CORP.

     

    3 - 305 Industrial Parkway S.

    Aurora, Ontario

    Canada L4G 6X7

    Tel: (905) 841-2300

    Fax: (905) 841-2244

     

     

     

    July 25,
1997

    


    


    STRICTLY
PRIVATE

    


    William
H. Chick

    29 Beatty
Cr.

    Aurora,
Ontario

    L4G
5V3

    


    Dear
Bill:

    


    We are
delighted at your decision to join our group, and very much look forward to
having you on our management team as we build this business.

    


    The
following will confirm our understanding regarding the terms and conditions of
your employment.

    


    Title:
Vice President, Sales and Marketing, Rivex Pharma Inc.

    


    
      	
              ·  

            	
              Base
      Salary: $110,000

            


    

    


    
      	
              ·  

            	
              Performance
      and salary reviews will take place annually on your
      anniversary

            


    

    


    
      	
              ·  

            	
              Performance
      compensation: You will receive 1.5% of the first $1.5M of the gross sales
      of Rivex, and 1% on the next $1M
      gross sales. This performance compensation will be paid to you on a
      regular basis throughout the year, probably
  quarterly

            


    

    


    
      	
              ·  

            	
              Share
      options: you will receive 75,000 share options of Helix BioPharma Corp. on
      joining our group, at the option price of approximately $2.00 (The option
      price is presently under discussion with the hope of having it
      lowered)

            


    

    


    
      	
              ·  

            	
              Additional
      share options may be available in the future, and you will receive options
      in this same proportion to options being received by other senior
      management

            


    

    


    
      	
              ·  

            	
              Monthly
      car allowance: $500. This is subject to future review. The Company will
      also provide a credit card

            


    

    


    
      	
              ·  

            	
              You
      will be immediately eligible for enrollment in the Company's standard
      benefits program

            


    

    


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    


    
      	
              ·  

            	
              Vacation:
      4 weeks annually

            


    

    


    
      	
              ·  

            	
              Should
      your employment be terminated for reasons other than just cause, you will
      be given 9 months written notice, or payment equal to 9 months
      salary

            


    

    


    
      	
              ·  

            	
              Start
      date: August 25 or earlier

            


    

    


    Once
again, Bill, we are very pleased to have you on our team. We believe that you
have the background, experience and entrepreneurial style to make a significant
contribution to the growth and performance of Rivex. We look forward to working
with you.

    


    


    Best
Regards,

    


    “Donald
H. Segal”

    


    Donald H.
Segal

    President

    


                                                        “W.
Chick”

                                                      _____________________

                                                             
Accepted

    
      


                                                          July 31,
1997

                                                        _____________________

                                                                       
Date