Exhibit 10.1
AGREEMENT
THIS AGREEMENT (this "Agreement") is made, entered into and effective as of September 25, 2000 (the
"Retirement Date"), by and between Gliatech Inc. (the "Company"), located at 23420 Commerce Park Road,
Cleveland, Ohio 44122 and Thomas O. Oesterling, Ph.D. ("Executive"), residing at 16940 Catsden Road,
Chagrin Falls, Ohio 44023.
WITNESSETH:
WHEREAS, prior to the Retirement Date Executive was a director of and the President and Chief Executive
Officer of the Company;
WHEREAS, effective on the Retirement Date, Executive retired and resigned as a director and an employee of
the Company, and from any and all offices of the Company, and any other position, office or directorship of any
other entity for which Executive was serving at the request of the Company; and
WHEREAS, the Company accepts Executive's retirement and resignation as of the date referenced above; and
WHEREAS, the Company and Executive desire to set forth the payments and benefits that Executive will be
entitled to receive from the Company in connection with his retirement and resignation from employment with the
Company; and
WHEREAS, the Company and Executive wish to resolve, settle and/or compromise certain matters, claims and
issues between them, including, without limitation, Executive's retirement and resignation from the offices he held
and from his employment with the Company.
NOW, THEREFORE, in consideration of the promises and agreements contained herein and other good and
valuable consideration, the sufficiency and receipt of which are hereby acknowledged, and intending to be legally
bound, the Company and Executive hereby agree as follows:
1. RETIREMENT AND RESIGNATION. Executive hereby retires from and resigns, effective on the
Retirement Date, his employment with the Company and its subsidiaries and related or affiliated companies, and
his position as President and Chief Executive Officer of the Company. Executive further resigns, effective on the
Retirement Date: (a) as a director