Exhibit 10.24

SEPARATION AGREEMENT AND RELEASE        RECITALS

This Separation Agreement and Release ("Agreement") is made by and between John Hanlon ("Employee") and Accelrys, Inc. ("Company") (jointly referred to as
the "Parties"):

WHEREAS,
Employee was employed by the Company;

WHEREAS,
the Company and Employee entered into a Proprietary Information and Inventions Agreement on May 28, 2002 (the "Confidentiality Agreement");

WHEREAS,
Employee was separated from his employment with the Company effective February 5, 2005 (the "Separation Date");

WHEREAS,
the Company and Employee have entered into the stock option agreements (the "Stock Option Agreements") listed on Schedule Aannexed hereto granting Employee the option to purchase an aggregate
ninety-five, three hundred and sixty-two
thousand (95,362) shares of the Company's common stock subject to the terms and conditions of the applicable stock option plan(s) referred to on Schedule A;

WHEREAS,
the Parties wish to resolve any and all disputes, claims, complaints, grievances, charges, actions, petitions and demands that the Employee may have against the Company,
including, but not limited to, any and all claims arising or in any way related to Employee's employment with or separation from the Company;

NOW
THEREFORE, in consideration of the promises made herein, the Parties hereby agree as follows:

COVENANTS

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The
Company and Employee agree 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. This release does not
extend to any obligations incurred under this Agreement.

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A
GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE
RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.

Employee,
being aware of said code section, agrees to expressly waive any rights he may have thereunder, as well as under any other statute or common law principles of similar effect.

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IN
WITNESS WHEREOF, the Parties have executed this Agreement on the respective dates set forth below.

|       |                  |  | ACCELRYS, INC.            
|------ | ---------------- |  | --------------------------
|Dated: | February 5, 2005 |  | By:                       
|       |                  |  |                           
|       |                  |  | JOHN HANLON, an individual
|Dated: | February 5, 2005 |  | By:                       

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Optionee Statement
Schedule A

Exercisable as of 2/5/2005

|Grant
Date      |  | Expiration
Date |  | Plan
ID |  | Grant
Type    |  | Options
Granted |  | Option
Price |         | Options
Outstanding |        | Options
Exercisable
|--------------- |  | --------------- |  | ------- |  | ------------- |  | --------------- |  | ------------ | ------- | ------------------- | ------ | -------------------
|5/29/2002       |  | 5/29/2012       |  | 94IS    |  | Non-Qualified |  | 19,479          |  | $            | 7.98    |                     | 19,479 |                    
|5/29/2002       |  | 5/29/2012       |  | 94IS    |  | Incentive     |  | 14,716          |  | $            | 7.98    |                     | 14,716 |                    
|5/29/2002       |  | 5/29/2012       |  | 94IS    |  | Non-Qualified |  | 25,918          |  | $            | 7.98    |                     | 25,918 |                    
|5/29/2002       |  | 5/29/2012       |  | 94IS    |  | Incentive     |  | 27,181          |  | $            | 7.98    |                     | 27,181 |                    
|2/5/2003        |  | 2/5/2013        |  | 94IS    |  | Non-Qualified |  | 20,813          |  | $            | 4.57    |                     | 20,813 |                    
|2/5/2003        |  | 2/5/2013        |  | 94IS    |  | Incentive     |  | 7,581           |  | $            | 4.57    |                     | 7,581  |                    
|2/5/2003        |  | 2/5/2013        |  | 94IS    |  | Non-Qualified |  | 64,636          |  | $            | 4.57    |                     | 64,636 |                    
|3/16/2004       |  | 3/16/2014       |  | 94IS    |  | Non-Qualified |  | 19,880          |  | $            | 14.37   |                     | 19,880 |                    
|3/16/2004       |  | 3/16/2014       |  | 94IS    |  | Incentive     |  | 7,306           |  | $            | 14.37   |                     | 7,306  |                    
|                |  |                 |  |         |  |               |  |                 |  |              |         |                     |        |                    
|Optionee Totals |  |                 |  |         |  | 207,510       |  |                 |  |              | 207,510 |                     | 95,362

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