Exhibit 10.5(p)
January 27, 2000
Genelco S.A.
0 Xxxxx xx Xxxxxxxx
0000 Xxxxxxxx
Xxxxxxxxxxx
Re: Amendment No. 5 to Trademark Agreement
Gentlemen:
This letter agreement shall serve as an amendment to the Trademark
Agreement dated January 20, 1993, as amended prior to the date hereof (the
"Trademark Agreement") between Cephalon, Inc. ("Cephalon") and Genelco S.A.
("Genelco"). All capitalized terms not otherwise defined herein shall be used as
defined in the Trademark Agreement.
1. The term "Territory," for all purposes under the Trademark Agreement
is hereby expanded to Central and South America (collectively,
"Latin America").
2. All trademark applications and registered trademarks related to
Licensed Products and/or the Compound, including the xxxx
"Provigil," that are or will be filed in the Territory are hereby
licensed to Cephalon under the Trademark Agreement.
3. For and in consideration of the expansion of the Territory under
this Amendment No. 5 (and in addition to any compensation payable
under the Trademark Agreement with respect to other countries in the
Territory), Cephalon will pay Genelco, pursuant to Article III(1) of
the Trademark Agreement, a royalty in an amount equal to [**] of Net
Sales of Licensed Product in Latin America.
.
4. Each of Cephalon and Genelco hereby restates its respective
representations and warranties made in the Trademark Agreement, as
amended pursuant to this letter agreement.
5. Except as modified by this letter agreement, all provisions of the
Trademark Agreement are confirmed to be and shall remain in full
force and effect.
**Certain portions of this exhibit have been omitted based upon a request for
confidential treatment that has been filed with the Commission. The omitted
portions have been filed separately with the Commission.
Genelco S.A.
Amendment No. 5
January 27, 2000
Page -2-
If the foregoing is acceptable, please indicate your agreement in the
space provided below.
CEPHALON, INC.
By: /s/ Xxxxx Xxxxxxx, Xx.
-------------------------------------
Xxxxx Xxxxxxx, Xx., Ph.D.
President and Chief Executive Officer
AGREED, ACKNOWLEDGED AND ACCEPTED:
GENELCO S.A.
By: /s/ Xxxxxxxx X. Xxxxxxxxxxx
--------------------------------
**Certain portions of this exhibit have been omitted based upon a request for
confidential treatment that has been filed with the Commission. The omitted
portions have been filed separately with the Commission.
