Exhibit 10.13
Confidential Materials omitted and filed separately with the
Securities and Exchange commission. Asterisks denote omissions.
February 8, 2005
BY OVERNIGHT COURIER
Xxxxxxx Xxxxxxxx, Licensing Manager
Xxxxxx Xxxxxxx Xxxxxxxx Berkeley National Laboratory
0 Xxxxxxxxx Xxxx, XX 00X0000
Xxxxxxxx, Xxxxxxxxxx 00000-8125
Re: LICENSE AGREEMENT/L-03-1370
Dear Xx. Xxxxxxxx:
Reference is made to the License Agreement for Installing Novel Functional
Groups for Therapeutics between Momenta Pharmaceuticals, Inc. ("Momenta") and
the Regents of the University of California through the Xxxxxx Xxxxxxx Xxxxxxxx
Berkeley National Laboratory ("Berkeley Lab") dated November 20, 2002, as
amended by letter agreement dated November 16, 2004 (the "Agreement").
Capitalized terms used herein and not otherwise defined shall have the meanings
given such terms in the Agreement.
Momenta has provided Berkeley Lab with a confidential strategic plan pertaining
to Licensed Products. Berkeley has accepted such strategic plan in substitution
for the milestones listed in Exhibit A to the Agreement with the understanding
that Momenta shall fund, or cause its Affiliates, sublicensees and/or corporate
partners to fund, no less than $[**] toward the research, development or
commercialization of Licensed Products during calendar year 2005.
In accordance with Section 3.3 of the Agreement, Momenta hereby notifies
Berkeley Lab that it elects to extend its rights to the Broader Field for the
remainder of the term of the Agreement and Berkeley Lab hereby accepts such
extension of its rights to the Broader Field.
If Momenta shall fail to expend the anticipated $[**] during calendar year 2005,
Berkeley Lab and Momenta shall meet to discuss the reasons for such failure.
Thereafter, Berkeley Lab may elect to accept substitute milestones achieved
during calendar year 2005, negotiate additional milestones for calendar year
2006, or terminate Momenta's rights to the Broader Field. In the case of
termination of Momenta's rights to the Broader Field,
Xxxxxxx Xxxxxxxx, Licensing Manager
February 8, 2005
Page 2
Momenta shall nonetheless retain its exclusive license to the Specific
Applications Field which will then be selected in accordance with Section 3.4 of
the Agreement.
If the foregoing is acceptable to Berkeley Lab, please indicate your consent by
counter signing this letter and returning on fully-executed copy to me. We will
then forward the first payment of $[**] to Berkeley Lab.
Very truly yours,
/s/ Xxxxx X. Xxxxxxxxx
Xxxxx X. Xxxxxxxxx
Vice President, Licensing & Business Development
Agreed and accepted:
The Regents of the University
Of California, through the
Xxxxxx Xxxxxxx Xxxxxxxx
Berkeley National Laboratory
By: /s/ X. Xxxxxxxx
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