Amendment to Section 10.6. Section 10.6 of the Note Agreement shall be and is hereby amended in its entirety to read as follows:
Amendment to Section 10.6. Section 10.6(g) of the Credit Agreement is hereby amended and restated in its entirety as follows:
Amendment to Section 10.6. Section 10.6 of the Credit Agreement is hereby amended to restate clause (D) of subsection (b)(ii) thereof in its entirety as follows:
Amendment to Section 10.6. Section 1.06 of the Credit Agreement is hereby amended by amending and restating it in its entirety and replacing it with the following:
Amendment to Section 10.6. Section 10.6 of the Credit Agreement is hereby amended by adding to the end thereof the following sentence: “In addition to (and not in impairment of) any other limitations set forth herein, no Revolving Loans proceeds shall be used to fund any Rabbi Trust Permitted Payments made after January 1, 2009.”
Amendment to Section 10.6. Section 10.6(c) is amended and restated in its entirety to read as follows:
Amendment to Section 10.6. Section 1.06 of the Original Agreement is hereby amended and restated in its entirety to read as set forth immediately below:
Amendment to Section 10.6. Section 10.6 of the Loan Agreement is hereby amended by deleting it in its entirety and replacing it with the following:
Amendment to Section 10.6. 3. From and after the Amendment Effective Date, Section 10.6.3 is hereby amended to add the following language immediately after the third sentence in Section 10.6.3: “Notwithstanding the foregoing, solely with respect to AZD8630, subject to the provisions of Section 2.10 (Patent Coordinators), Partner will have the first right (but not the obligation) to control, through outside counsel, and have final decision making authority (after consultation with Amgen in accordance with the terms and conditions of this Agreement) with respect to the Prosecution and Maintenance of the Patents and Product Trademarks within the Program Intellectual Property (the “Program Patents and Trademarks”), and with respect to preparation and filing for any Patent Extensions. If Partner desires to abandon the prosecution of a Program Patent or Trademark, then it will inform Amgen thereof in writing with sufficient advance notice to reasonably enable Amgen to assume the filing or prosecution of such Program Patent or Trademark (but in no event later than [***] days prior to the next deadline for any action that may be taken with respect such Program Patent or Trademark with the U.S. Patent and Trademark Office or any non-U.S. patent office) at Amgen’s non-reimbursable cost.”
