Exhibit 10.3
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (the "Agreement"), made this 28th day of April 2008,
is entered into by Momenta Pharmaceuticals, Inc., a Delaware corporation with
its principal place of business at 675 West Kendall Street, Cambridge,
Massachusetts (the "Company"), and
, an individual
residing at the address indicated below
(the "Employee").
The Company desires to continue to employ the Employee and the Employee desires
to continue to be employed by the Company. In consideration of the mutual
covenants and promises contained herein, and other good and valuable
consideration, the receipt and sufficiency of which are acknowledged by the
parties hereto, the parties agree as follows:
1.
TERM OF EMPLOYMENT. THE COMPANY HEREBY AGREES TO CONTINUE TO
EMPLOY THE EMPLOYEE AND THE EMPLOYEE HEREBY ACCEPTS CONTINUED EMPLOYMENT WITH
THE COMPANY, UPON THE TERMS SET FORTH IN THIS AGREEMENT, COMMENCING ON APRIL 28,
2008 (THE "COMMENCEMENT DATE"). THERE SHALL BE NO DEFINITE TERM OF EMPLOYMENT,
AND THE EMPLOYEE'S EMPLOYMENT SHALL CONTINUE TO BE AT-WILL, SUCH THAT BOTH THE
COMPANY AND THE EMPLOYEE REMAIN FREE TO END THE EMPLOYMENT RELATIONSHIP FOR ANY
REASON, AT ANY TIME, WITH OR WITHOUT NOTICE.
2.
TITLE AND CAPACITY. THE EMPLOYEE SHALL SERVE
AS
, AND SHALL REPORT TO
THE
OF THE COMPANY. THE EMPLOYEE SHALL BE BASED AT THE
COMPANY'S HEADQUARTERS IN CAMBRIDGE, MASSACHUSETTS.
THE EMPLOYEE HEREBY ACCEPTS
SUCH EMPLOYMENT AND AGREES TO UNDERTAKE THE DUTIES AND RESPONSIBILITIES INHERENT
IN SUCH POSITION AND SUCH OTHER DUTIES AND RESPONSIBILITIES AS THE COMPANY SHALL
FROM TIME TO TIME REASONABLY ASSIGN TO THE EMPLOYEE. THE EMPLOYEE AGREES TO
DEVOTE HIS/HER ENTIRE BUSINESS TIME, ATTENTION AND ENERGIES TO THE BUSINESS AND
INTERESTS OF THE COMPANY. THE EMPLOYEE AGREES TO ABIDE BY THE RULES,
REGULATIONS, INSTRUCTIONS, PERSONNEL PRACTICES AND POLICIES OF THE COMPANY AND
ANY CHANGES THEREIN THAT MAY BE ADOPTED FROM TIME TO TIME BY THE COMPANY.
3.
COMPENSATION AND BENEFITS.
3.1
BASE SALARY. THE COMPANY SHALL PAY THE EMPLOYEE, IN ACCORDANCE
WITH THE COMPANY'S REGULAR PAYROLL PRACTICES, A BASE SALARY AT THE ANNUALIZED
RATE OF $
.
SUCH SALARY SHALL BE SUBJECT TO ADJUSTMENT THEREAFTER,
AS DETERMINED BY THE BOARD OR A COMMITTEE OR DESIGNEE THEREOF.
3.2
ANNUAL DISCRETIONARY BONUS. IF THE COMPANY'S BOARD APPROVES AN
ANNUAL BONUS FOR CALENDAR YEAR 2008 OR ANY CALENDAR YEAR THEREAFTER, THE
EMPLOYEE WILL BE ELIGIBLE FOR A DISCRETIONARY BONUS AWARD. THE ANNUAL TARGET FOR
THE EMPLOYEE'S BONUS WILL BE AT % OF THE EMPLOYEE'S ANNUALIZED BASE SALARY. THE
COMPANY WILL DETERMINE, IN ITS SOLE DISCRETION, WHETHER (AND IN WHAT AMOUNT) A
BONUS AWARD IS PAYABLE TO THE EMPLOYEE. IN DETERMINING WHETHER A BONUS AWARD IN
ANY GIVEN YEAR SHALL BE GRANTED, THE COMPANY WILL REVIEW WHETHER IT HAS ACHIEVED
ITS ANNUALLY APPROVED CORPORATE GOALS AS WELL AS WHETHER THE EMPLOYEE HAS
ACHIEVED HIS/HER PERSONAL OBJECTIVES AS ESTABLISHED BY THE COMPANY. IN ORDER TO
BE ELIGIBLE FOR ANY BONUS HEREUNDER, THE EMPLOYEE MUST BE AN ACTIVE EMPLOYEE OF
THE COMPANY ON THE DATE SUCH BONUS IS DISTRIBUTED.
3.3
EMPLOYEE BENEFITS. SUBJECT TO