exv10w1






Exhibit 10.1




(Biogen Idec Logo)




June 3, 2011




By Hand Delivery





			
	Re:	 	Amendment to Your Revised Offer Letter dated January 6, 2010
and Amendment to the Severance Plan for EVP, Global
Commercial Operations dated January 6, 2010




Dear Francesco:




          We have agreed to amend your (i) Offer Letter dated January 6, 2010, a copy of which is
attached (the “Original Offer Letter”), and (ii) Severance Plan for EVP, Global Commercial
Operations dated January 6, 2010, a copy of which is attached (the “Original Severance Plan”).
Accordingly, for good and valuable consideration, you and Biogen Idec hereby amend the Original
Offer Letter and the Original Severance Plan as follows:





	1.	 	The second sentence of the paragraph of the Original Offer Letter entitled “Role” is hereby
deleted in its entirety and replaced with the following sentence:
	 
	 	 	“In addition to your current responsibilities, the Company will assign you additional global
responsibilities and you will be made a direct report of the CEO no later than July 25,
2012.”
	 
	2.	 	The paragraphs of the Original Severance Plan under the heading “Benefits In Connection
With a Qualifying Termination During the First 18 Months of Employment” are hereby deleted
in their entirety and replaced with the following:
	 
	 	 	“You are entitled to enhanced severance benefits if the Company breaches its obligations
under your offer letter, as amended in June 2011, with respect to your “Role” in the
Company. In that event, you will have until January 29, 2013 to notify the General Counsel
or Head of Human of Human Resources of Biogen Idec in writing of your intent to terminate
employment on account of such breach and the Company will have 30 days to cure such breach.
In the event that the breach is not cured, your employment will be deemed terminated at the
end of the cure period (i.e., a “Qualifying Termination”) and, in lieu of the severance
benefits otherwise payable under this Plan, you will receive a lump sum payment equal to 21
months of your target annual cash compensation (base salary plus target annual bonus) at the
time of your termination. In addition, in the event of a Qualifying Termination you will be
entitled to continue participating in Biogen Idec’s group medical and dental plans for 21
months, unless you become eligible to participate in another employer’s medical and dental
plans before that date.




 









 






	 	 	These enhanced benefits will automatically terminate and be of no further force or effect
upon the earlier of (1) the date on which the Company has complied with its obligations
under the offer letter, as amended in June 2011, in respect of your “Role” in the Company,
(2) January 29, 2013, if you have not notified the Company of a breach as described above,
and (3) if you have notified the Company of a breach as described above, the date on which
the Company cures such breach.”
	 
	3.	 	The heading “Benefits In Connection With a Qualifying Termination During the First 18
Months of Employment” contained in the Original Severance Plan is hereby deleted in its
entirety and replaced with the following heading:
	 
	 	 	“Benefits In Connection With a Qualifying Termination (Defined Below)”
	 
	4.	 	Except for the terms expressly modified by this Amendment, all other terms and conditions of
the Original Offer Letter and the Original Severance Plan shall remain and continue in full
force and effect.
	 
	5.	 	This Amendment, together with the Original Offer Letter and the Original Severance Plan,
constitute the entire agreement between the parties with respect to the “Role” paragraph and
“Qualifying Termination” paragraphs contained in such agreements, and together, supersede and
replace any and all prior and contemporaneous understandings, arrangements and agreements,
whether oral or written, with respect to such paragraphs.
	 
	6.	 	For convenience, this Amendment may be executed in counterparts and delivered by email or
facsimile transmission with the same force and effect as if each of the signatories has
executed the same instrument. Any signature delivered by email or facsimile transmission under
this paragraph shall have the same force and effect as an original signature.





	 	 	 	 	 
	 	Biogen Idec Inc.

 	 
	 	/s/ George Scangos
 	 
	 	George Scangos 	 
	 	Chief Executive Officer 	 
	 


The terms and conditions of the foregoing Amendment are agreed to and accepted by me.




	 	 	 	 	 
	 	 	 
	 	/s/ Francesco Granata
 	 
	 	Francesco Granata 	 
	 	(June 23, 2011)