Exhibit
10.2


SEVERANCE AGREEMENT FOR RENE BELDER


This SEVERANCE AGREEMENT
(the “Agreement”) is made and entered into as of the 2nd day of November, 2006,
by and between PHARMACOPEIA DRUG DISCOVERY,
INC., a Delaware corporation (hereinafter, the “Company”), and Rene Belder, M.D., an individual
(hereinafter, “Employee”).


RECITALS


WHEREAS, the Company desires to provide certain benefits and payments to
Employee in the event of the termination of his employment with the Company;
and


WHEREAS, Employee desires to accept such benefits and payments on the terms and
subject to the conditions set forth in this Agreement;


NOW, THEREFORE, in consideration of their mutual promises
and intending to be legally bound, the parties agree as follows:


1.   TERMINATION AND EFFECT OF TERMINATION. 
Employee’s employment hereunder is AT WILL and may be terminated at any
time by the Company for any reason.  In
the event of termination of Employee’s employment, the Company shall have no
liability to Employee for compensation or benefits except as specified in this
Section 1 or as required by the Company’s benefits policy.


(a)  Termination by the Company for Cause.  Employee’s employment may be terminated by
the Company for Cause at any time upon delivery of written notice to Employee.  Upon such a termination, the Company shall
have no obligation to Employee other than the payment of all accrued, but
unpaid, Base Salary and any unpaid expenses or expense reimbursements prior to
the effective date of such termination. 
For purposes of this Agreement, “Cause” means the occurrence of any one
or more of the following events or conditions:


(i)  any gross failure on the part of Employee
(other than by reason of disability as provided in Section 1(e) below) to
faithfully and professionally carry out Employee’s duties or to comply with any
other material provision of this Agreement, which failure continues for thirty
(30) days after written notice detailing such failure is delivered by the
Company; provided, that the Company shall not be required to provide such
notice in the event that such failure (A) is not susceptible to remedy or
(B) relates to the same type of acts or omissions as to which notice has been
given on a prior occasion; (ii)  Employee’s
dishonesty (which shall include without limitation any misuse or
misappropriation of the Company’s assets), or other willful misconduct
(including without limitation any conduct on the part of Employee intended to
or likely to injure the business of the Company);


(ii)  Employee’s conviction of any felony or of any
other crime involving moral turpitude, whether or not relating to Employee’s
employment;


(iii)  Employee’s insobriety or use of drugs,
chemicals or controlled substances either (A) in the course of performing
Employee’s duties and responsibilities under this Agreement, or (B) otherwise
affecting the ability of Employee to perform the same;


(iv)  Employee’s failure to comply with a lawful
written direction of the Company; or


(v)  any wanton or willful dereliction of duties
by Employee.



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(b)  Involuntary Termination by the Company
without Cause. 
The Company may involuntarily terminate Employee’s employment under this
Agreement at any time without Cause upon delivery of written notice to
Employee.  Subject to the provisions of
Section 1(g) hereof (concerning termination in connection with a Change of
Control (as defined in Section 1(g)),
if Employee’s employment is terminated involuntarily by the Company without
Cause pursuant to this Section 1(b), the Company shall:


(i)      pay Employee all compensation
and benefits accrued, but unpaid, up to the effective date of termination;


(ii)     pay Employee in a
lump sum six (6) month’s Base Salary in effect as of the effective date of
termination;


(iii)    pay Employee in a
lump sum within thirty (30) days after termination; a pro rata portion of Employee’s Target Incentive
Bonus for the calendar year in which Employee’s employment is terminated as
provided in this Section 1(b), such portion to be based on the number of full
months for which Employee was employed during the year of termination;


(iv)   
maintain Employee’s group medical coverage until the earlier of (a) the
end of a period of six (6) months following the effective date of such
termination, or (b) until such time as comparable medical coverage is obtained
by the Employee; and


(v)     allow
all vested options or other incentive securities to be exercised pursuant to
the terms of the option agreement or other agreements under which such options
or other incentive securities were granted.


(c)  Termination by Employee for Good Reason. 
Employee may terminate his employment under this Agreement for Good
Reason upon the provision of advance written notice to the Company specifying
in reasonable detail the events or conditions upon which Employee is basing
such termination.  The Company will be
given the opportunity, but shall have no obligation, to “cure” such events or
conditions within thirty (30) days after the provision by Employee of such
notice.  Subject to the provisions of
Section 1(g) hereof (concerning termination in connection with a Change of
Control), if the Company elects in a written notice to Employee not to cure
such events or conditions or otherwise fails to so cure such events or
conditions within such thirty (30) day period, Employee may terminate his
employment with the Company for Good Reason pursuant to this Section 1(c) and
in the event of such termination, the Company shall:


(i)  pay Employee all compensation and benefits
accrued, but unpaid, up to the effective date of termination;


(ii)  pay Employee in a lump sum six (6) month’s
Base Salary in effect as of the effective date of termination;


(iii)  pay
Employee within thirty (30) days after termination a pro rata portion of
Employee’s Target Incentive Bonus for the calendar year in which Employee’s
employment is terminated as provided in this Section 1(c), such portion to be
based on the number of full months for which Employee was employed during the
year of termination;



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(iv)  maintain Employee’s group medical coverage
until the earlier of (a) the end of a period of six (6) months following the
effective date of such termination, or (b) until such time as comparable
medical coverage is obtained by the Employee; and


(v)  allow all vested options or other incentive
securities to be exercised pursuant to the terms of the option agreement or
other agreements under which such options or other incentive securities were
granted.


For purposes of this
Agreement, Good Reason means any one or more of the following events or
conditions:


(A)  the Company’s
material breach of any of the terms of this Agreement or the letter agreement
dated the date hereof between Employee and the Company (the “Letter Agreement”);


(B)  the Company’s
requiring Employee, without his consent, to relocate from his residence or to
commute more than fifty (50) miles from the offices of the Company at which he
was principally employed on the date of this Agreement;


(C)  a
diminution in Employee’s Vice President title, or material diminution in the
duties or responsibilities or conditions of his employment from those in effect
on the date hereof; or


(D)  a reduction
by more than twenty percent (20%) in Employee’s annual Base Salary as in effect
on the date of this Agreement or as the same may be increased from time to time
after such date and prior to the delivery of such notice (other than such a
reduction applicable generally to substantially all employees of the Company).


(d)  Termination by Employee without Good
Reason (Voluntary Resignation).  Employee may voluntarily resign his position
and terminate his employment under this Agreement without Good Reason at any
time.  Upon such a termination, the
Company shall have no obligation to pay compensation and provide benefits to
Employee other than the payment of all accrued and unpaid Base Salary and any
other unpaid expenses or expense reimbursements prior to the effective date of
such termination.


(e)  Disability.  If Employee becomes disabled for more than
one hundred eighty (180) days in any twelve (12) month period, the Company
shall have the right to terminate Employee’s employment without further
liability upon written notice to Employee. 
Without limiting the generality of the foregoing, Employee shall be
deemed disabled for purposes of this Agreement either (i) if Employee is deemed
disabled for purposes of any long-term disability insurance policy paid for by
the Company and at the time in effect, or (ii) if in the exercise of the
Company’s reasonable judgment, due to accident, mental or physical illness, or
any other reason, Employee cannot perform Employee’s duties.  In the event the Company shall terminate
Employee due to disability, as described above, Employee shall be entitled to
receive only those benefits provided under the Company’s Long Term Disability
Plan, and Employee’s stock options and other incentive compensation grants will
be treated under the applicable Disability section of the 2004 Stock Incentive
Plan (the “2004 Plan”) or any other stock option or incentive compensation plan
of the Company under which they were granted.



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(f)  Death.  In
the event of the death of Employee, this Agreement shall automatically
terminate and any obligation to continue to pay compensation and benefits shall
cease as of the date of death, except for the payment of all accrued, but
unpaid, Base Salary and any other unpaid expenses or expense reimbursement
prior to the date of death.  In
the event of Employee’s death, Employee’s stock options and other incentive
compensation grants shall be treated under the applicable Death section of the
2004 Plan or any other stock option or incentive compensation plan of the
Company under which they were granted.


(g)  Change in Control Termination.


(i)  Benefits.  In the event Employee’s employment under this Agreement is terminated
by the Company involuntarily without Cause or Employee terminates his
employment with the Company for Good Reason as defined in Section 1(c), in
either case at any time during the period commencing two (2) months before and
ending twelve (12) months after the occurrence of a Change in Control, the Company shall:


(A) pay Employee all
compensation and benefits accrued, but unpaid, up to the effective date of
termination;


(B) pay Employee a lump sum
amount equal to nine (9) month’s Base Salary in effect as of the effective date
of termination;


(C)
pay Employee a lump sum amount equal to seventy-five percent (75%) of the
Employee’s Target Incentive Bonus;


(D) maintain Employee’s
group medical coverage until the earlier of (a) the end of a period of nine (9)
months following the effective date of termination or (b) such time as
comparable medical coverage is obtained by Employee.


Anything contained in this Section to the contrary
notwithstanding, Employee shall not be entitled to any of the benefits set
forth in this Section 1(g)(i) if Employee either resigns and terminates such
employment voluntarily (other than for Good Reason, as described above) or is
terminated by the Company for Cause.


For purposes of Section 1(g) hereof, the term the “Company”
shall include any Acquiring Company (as defined below), and all obligations of
the Company under such Section shall be assumed by any Acquiring Company.


(ii)  Stock Options.  In
the event Employee’s employment under this Agreement is terminated by the
Company involuntarily without Cause or Employee terminates his employment with
the Company for Good Reason, in either case at any time during the period
commencing two (2) months before and ending twelve (12) months after the
occurrence of a Change in Control:


(A)
notwithstanding anything to the contrary contained in the 2004 Plan or
any other stock option or incentive compensation plan of the Company, any
unvested stock options or other incentive securities which were granted to
Employee during the term of this Agreement under the 2004 Plan or any such
other stock option or incentive compensation plan shall immediately vest on the
date of such termination of Employee’s employment, the expiration date of the
exercise period for such



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options or other securities shall be the
earlier of (1) one (1) year following the date of termination or (2) the expiration of the term of the
option, and the Company shall take all actions necessary or advisable to give
effect to this Section 1(g)(ii)(A); and


(B) all vested
options or other incentive securities held by Employee which were issued
pursuant to the 2004 Plan or any such other plan shall be exercisable pursuant
to the terms of the stock option agreement or other agreement(s) under which
the options or other incentive securities were granted, and the Company shall
take all actions necessary or advisable to give effect to this Section 1(g)(ii)(B).


Anything contained in this Section to the
contrary notwithstanding, Employee shall not be entitled to any of the benefits
set forth in this Section 1(g)(ii) if Employee either resigns and terminates
such employment voluntarily (other than for Good Reason, as described above) or
is terminated by the Company for Cause.


(iii)  Definition of “Change in Control.”  The definition of “Change in Control” set forth
in the 2004 Plan is incorporated, and made a part hereof, by reference.


(iv)  Definition of “Acquiring Company.”  For purposes of Section 1(g) of this Agreement, an “Acquiring Company”
shall mean the resulting or surviving corporation, or the company issuing cash
or securities (or its ultimate parent company), in a merger, sale, asset
purchase, or assignment of all or substantially all of the Company’s assets,
consolidation or share exchange involving the Company, or the successor
corporation to the Company (whether in any such transaction or otherwise).


2.  GENERAL RELEASE.  Notwithstanding anything in this Agreement to the contrary, no payments
shall be made or benefits provided by the Company under Section 1 prior to the
execution by Employee at the time of termination of a general release in favor
of the Company and its affiliates, and its and their respective officers,
employees and directors.  A form of
general release is attached hereto as Exhibit A.


3.  TAXES.  Employee will be responsible for the
payment of any tax liability incurred as a result of this Agreement.  The
Company may withhold tax on any payments or benefits provided to Employee as
required by law or regulation. 
Notwithstanding anything herein to the contrary, if any payments due under
this Agreement would subject the Employee to any tax imposed under Section
409A of the Internal Revenue Code of 1986, as amended (the “Code”) if such
payments were made at the time otherwise provided herein, then the
payments that cause such taxation shall be payable in a single lump sum on the
first day which is at least six (6) months after the date of the Employee’s ”separation
of service” as set forth in Code Section 409A and the regulations issued
thereunder.


4.  NON-COMPETITION; NON-SOLICITATION.


(a)  Restrictions. 
Employee shall not, during the course of Employee’s employment with the
Company or for a period of twelve (12) months thereafter, directly or
indirectly:


(i) be employed by, engaged
in or participate in the ownership, management, operation or control of, or act
in any advisory or other capacity (including as an individual, principal, agent
employee, consultant or otherwise) for, any Competing Entity which conducts its
business within the Territory (as the terms Competing Entity and Territory are
hereinafter defined); provided, however, that notwithstanding any of the
foregoing, Employee may make solely passive investments in any Competing Entity
the common stock of which is “publicly held” and of which Employee shall not
own or control, directly or indirectly, in the aggregate securities which
constitute 5% or more of the voting power of such Competing Entity;



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(ii) solicit or divert any
business or any customer or known prospective customer from the Company or
assist any person or entity in doing so or attempting to do so;


(iii) cause or seek to cause
any person or entity to refrain from dealing or doing business with the Company
or assist any person or entity in doing so; or


(iv) solicit for employment,
or advise or recommend to any other person or entity that he, she or it employ
or solicit for employment or retention as an employee or consultant, any person
who is an employee of, or exclusive consultant to, the Company.


(b)  Effect
on the Company’s Obligations.  The Company’s obligation to
make payments and provide the other benefits pursuant to Section 1 above shall
terminate in the event that, and at such time as, Employee is in breach of
Employee’s obligations set forth in Section 4(a) above.


(c)  Definitions.  For
purposes of this Section 4:


(i) “Competing Entity” means
any entity which is presently or hereafter principally engaged in any business
of the type or character engaged in or proposed to be engaged in by the Company
from time to time during Employee’s term of employment under this Agreement,
including without limitation, any business engaged in the discovery and
development of human therapeutic products for any of the same targets and for
indications as products the Company had in development or was marketing at any
time during Employee’s term of employment under this Agreement.


(ii) “Territory” means North
America, Europe and Japan.


Notwithstanding anything in the above to the
contrary, Employee may engage in the activities set forth in Section 4(a)
hereof with the prior written consent of the Company, which consent shall not
be unreasonably withheld.  Further, in
determining whether a specific activity by Employee for a Competing Entity
shall be permitted, the Company will consider, among other things, the nature
and scope of (A) the duties to be performed by Employee and (B) the
business activities of the Competing Entity at the time of Employee’s proposed
engagement by such entity.


(d)  Acknowledgement. 
Employee acknowledges and agrees that the covenants set forth in this Section
are reasonable and necessary in all respects for the protection of the Company’s
legitimate business interests (including without limitation the Company’s
confidential, proprietary information and trade secrets and client good-will,
which represents a significant portion of the Company’s net worth and in which
the Company has a property interest). 
Employee acknowledges and agrees that, in the event that Employee
breaches any of the covenants set forth in this Section, the Company shall be
irreparably harmed and shall not have an adequate remedy at law; and,
therefore, in the event of such a breach, the Company shall be entitled to
injunctive relief, in addition to (and not exclusive of) any other remedies
(including monetary damages) to which the Company may be entitled under
law.  If any covenant set forth in this
Section 4 is deemed invalid or unenforceable for any reason, it is the parties’
intention that such covenants be equitably reformed or modified to the extent
necessary (and only to such extent) to render it valid and enforceable in all
respects.  In the event that the time
period and geographic scope referenced above is deemed unreasonable, overbroad,
or otherwise invalid, it is the parties’ intention that the enforcing court
shall reduce or modify the time period and/or geographic scope to the extent
necessary (and only to such extent necessary) to render such covenants
reasonable, valid and enforceable in all respects.


5.  ARBITRATION.  Any
and all disputes between the parties (except actions to enforce the provisions
of Section 4 of this Agreement) arising under or relating to this Agreement or
any other dispute arising between the parties, including claims arising under
any employment discrimination laws,



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may be adjudicated and
resolved exclusively through binding arbitration before the American
Arbitration Association pursuant to the American Arbitration Association’s
then-in-effect National Rules for the Resolution of Employment Disputes
(hereinafter, “Rules”).  The initiation
and conduct of any arbitration hereunder shall be in accordance with the Rules
and, unless expressly required by law, each side shall bear its own costs and
counsel fees in such arbitration.  Any
arbitration hereunder shall be conducted in Princeton, New Jersey or at such
other location as mutually agreed by the parties.  Any arbitration award shall be final and
binding on the parties.  The arbitrator
shall have no authority to depart from, modify, or add to the written terms of
this Agreement.  The arbitration provisions
of this Section shall be interpreted according to, and governed by, the Federal
Arbitration Act, 9 U.S.C. § 1 et seq., and any action pursuant to such
Act to enforce any rights hereunder shall be brought exclusively in any United
States District Court in the State of New Jersey.  The parties consent to the jurisdiction of
(and the laying of venue in) any such court.


6.  NOTICES.  For
the purposes of this Agreement, notices, demands and all other communications
provided for in this Agreement shall be in writing and shall be deemed to have
been duly given when delivered or (unless otherwise specified) mailed by United
States certified or registered mail, return receipt requested, postage prepaid,
addressed as follows:


(a)           If to the Company, to:


Pharmacopeia Drug Discovery,
Inc.

3000 Eastpark Blvd.

Cranbury, NJ  08512

Attn.:  General Counsel


(b)           If to Employee, to:


Rene Belder, M.D.


or
to such other address as a party hereto shall designate to the other party by
like notice, provided that notice of a change of address shall be effective
only upon receipt thereof.


7.  WAIVER.  The
waiver by the Company or Employee of any breach of any provision of this
Agreement shall not operate or be construed as a waiver of any subsequent
breach by Employee or the Company, as applicable of any provision of this
Agreement.


8.  SEVERABILITY.  The
parties have carefully reviewed the provisions of this Agreement and agree that
they are fair and equitable.  However, in
light of the possibility of differing interpretations of law and changes of
circumstances, the parties agree that in the event that any section, paragraph
or term of this Agreement shall be determined to be invalid or unenforceable by
any competent authority or tribunal for any reason, the remainder of this Agreement
shall be unaffected thereby and shall remain in full force and effect.  Moreover, if any of the provisions of this
Agreement is determined by a court of competent jurisdiction to be excessively
broad as to duration, activity, geographic application or subject, it shall be
construed by limiting or reducing it to the extent legally permitted so as to
be enforceable to the extent compatible with then applicable law.


9.  SUCCESSORS AND ASSIGNS.  This
Agreement shall bind and inure to the benefit of the successors and assigns of
the Company and the heirs, executors or personal representatives of
Employee.  This Agreement may not be
assigned by Employee.  This Agreement may
be assigned to any successor in interest to the Company (including by way of
merger, consolidation or reorganization, or by way of any assignment of all or
substantially all of the Company’s assets, business or properties), and
Employee hereby consents to such assignment.



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10.  ENTIRE AGREEMENT; AMENDMENTS.  This
Agreement, the Letter Agreement and the applicable bylaws and policies
of the Company, constitute the entire
Agreement between the parties hereto and there are no other understandings,
agreements or representations, expressed or implied.  This Agreement supersedes any and all prior or
contemporaneous agreements, oral or written, concerning Employee’s employment
and compensation.  This Agreement may be
amended only in writing signed by Employee and the Chief Executive Officer or
the General Counsel of the Company.


11.  COUNTERPARTS.  This
Agreement may be executed in one or more counterparts, each of which shall be
deemed to be an original but all of which together will constitute one and the
same instrument.


12.  GOVERNING LAW; FORUM SELECTION.  This
Agreement shall be governed by and construed in accordance with the laws (other
than conflicts of laws principles) of the State of New Jersey applicable to
contracts executed in and to be performed entirely within such
State.  The parties consent to
jurisdiction and laying of venue in the state and federal courts of New Jersey
for purposes of resolving disputes under this Agreement


IN WITNESS WHEREOF, the parties hereto have executed
this Agreement as of the date first set forth above.


	
  

  	
  PHARMACOPEIA DRUG DISCOVERY, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By

  	
  /s/ Leslie J. Browne, Ph.D.

  	
   

  
	
   

  	
   

  	
  Leslie J.
  Browne, Ph.D.

  
	
   

  	
   

  	
  President and
  Chief Executive Officer

  
	
   

  	
   

  	
   

  
	
   

  	
  EMPLOYEE

  
	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By

  	
    /s/ Rene Belder, M.D.

  	
   

  
	
   

  	
   

  	
    Rene Belder, M.D.

  
					



 



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EXHIBIT A


General Release


IN CONSIDERATION OF the terms and conditions contained in the Severance
Agreement, dated as of the     th day of              ,
20        , (the “Severance Agreement”)
by and between                              
(“Employee”) and Pharmacopeia Drug Discovery, Inc. (the “Company”), and for
other good and valuable consideration, the receipt of which is hereby
acknowledged, Employee on behalf of himself and his heirs, executors,
administrators, and assigns, releases and discharges the Company and its
subsidiaries, divisions, affiliates and parents, and their respective past,
current and future officers, directors, employees, agents, and/or owners, and
their respective successors, and assigns and any other person or entity claimed
to be jointly or severally liable with the Company or any of the aforementioned
persons or entities (collectively the “Released Parties”) from any and all
manner of actions and causes of action, suits, debts, dues, accounts, bonds,
covenants, contracts, agreements, judgments, charges, claims, and demands
whatsoever (“Claims “) which Employee and his heirs, executors, administrators,
and assigns have, had, or may hereafter have, against the Released Parties or
any of them arising out of or by reason of any cause, matter, or thing
whatsoever from the beginning of the world to the date hereof.  This General Release of Claims includes,
without limitation, any and all matters relating to Employee’s employment by
the Company and the cessation thereof, and any and all matters arising under
any federal, state, or local statute, rule, or regulation, or principle of
contract law or common law, including but not limited to, the Family and
Medical Leave Act of 1993, as  amended, 29 U.S.C. §§ 2601 et
seq., Title VII of the Civil Rights Act of 1964, as  amended,
42 U.S.C. §§ 2000 et  seq., the Age Discrimination in Employment
Act of 1967, as  amended, 29 U.S.C. §§ 621 et  seq.
(the “ADEA”), the Americans with Disabilities Act of 1990, as  amended,
42 U.S.C. §§ 12101 et  seq., the Worker Adjustment and Retraining
Notification Act of 1988, as  amended, 29 U.S.C. §§2101 et  seq.,
Employee Retirement Income Security Act of 1974, as  amended, 29
U.S.C. §§ 1001 et  seq. (“ERISA”), the New Jersey Law Against
Discrimination, N.J.S.A. 10:15-1, et seq., the New Jersey Conscientious
Executive Protection Act, N.J.S.A. 34:19-1 to 19-8, the New Jersey Wage and
Hour Act, N.J.S.A. 34-11-56a, et seq., and any other equivalent or similar
federal, state, or local statute; provided, however, that Employee does not
release or discharge the Released Parties from (i) any of the Company’s
obligations to him under the Severance Agreement, and (ii) any vested benefits
to which he may be entitled under any employee benefit plan or program subject
to ERISA.  It is understood that nothing
in this General Release is to be construed as an admission on behalf of the
Released Parties of any wrongdoing with respect to Employee, any such
wrongdoing being expressly denied.


Employee represents and warrants that he fully understands the terms of
this General Release, that he is hereby advised to consult with legal counsel
before signing, and that he knowingly and voluntarily, of his own free will,
without any duress, being fully informed, and after due deliberation, accepts
its terms and signs below as his own free act. Except as otherwise provided
herein, Employee understands that as a result of executing this General
Release, he will not have the right to assert that the Company or any other of
the Released Parties unlawfully terminated his employment or violated any of
his rights in connection with his employment or otherwise.



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Employee further represents and warrants that he has
not filed, and will not initiate, or cause to be initiated on his behalf any
complaint, charge, claim, or proceeding against any of the Released Parties
before any federal, state, or local agency, court, or other body relating to
any claims barred or released in this General Release thereof, and will not
voluntarily participate in such a proceeding. 
However, nothing in this general release shall preclude or prevent Employee
from filing a claim, which challenges the validity of this general release
solely with respect to Employee’s waiver of any Losses arising under the ADEA.
Employee shall not accept any relief obtained on his behalf by any government
agency, private party, class, or otherwise with respect to any claims covered
by this General Release.


Employee may take twenty-one (21) days to consider whether to execute
this General Release.  Upon Employee’s
execution of this General Release, Employee will have seven (7) days after such
execution in which he may revoke such execution. In the event of revocation,
Employee must present written notice of such revocation to the Company’s Chief
Executive Officer.  If seven (7) days
pass without receipt of such notice of revocation, this General Release shall
become binding and effective on the eighth (8th) day after the execution hereof
(the “Effective Date”).


INTENDING
TO BE LEGALLY BOUND, I hereby set my hand below:


	
   

  	
   

  
	
  

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  Dated:

  	
   

  



 


NOTARIZATION


	
  State of

  	
   

  	
  )

  	
   

  
	
  County of

  	
   

  	
  )

  	
  ss.

  
					



 


On this             
day of                             
in the year            before
me, the undersigned, personally appeared                                                                     ;
personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument, and
acknowledged to me that he executed the same in his capacity as an individual,
and that by his signature on the instrument he executed such instrument, and
that such individual made such appearance before the undersigned.


 


	
  

  	
   

  	
   

  
	
   

  	
  Notary Public

  



 



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