Confidential Treatment Requested. Confidential portions of this document have been redacted and separately filed with the Commission. SECOND EXTENSION AGREEMENT Between YEDA RESEARCH AND DEVELOPMENT CO. LTD. of P.O. Box 95, Rehovot 76100, Israel...
Confidential
Treatment Requested. Confidential portions of this document have been redacted
and separately filed with the Commission.
SECOND
EXTENSION AGREEMENT
Between
YEDA
RESEARCH AND DEVELOPMENT CO. LTD.
of
X.X.
Xxx 00, Xxxxxxx 00000, Xxxxxx
(hereinafter
"Yeda")
and
of
Xxxxxx
Xxxxxxxx XX Xxx 000 Xxxxxxx 00000, Xxxxxx
(hereinafter
"the Company")
| WHEREAS |
Yeda
and the Company have entered into a Research and Licence Agreement
dated
April 7, 1993 (hereinafter “the Main Agreement”) which was extended in an
Amendment of the Research and Licence Agreement on August 31, 1995
(hereinafter "the Amendment Agreement");
and
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|
WHEREAS
|
Yeda
and the Company desire to further extend the Research Period and
agree to
the 1997 Budget and the 1997 Research Plan (as these terms are
hereinafter
defined) for said period;
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NOW
THEREFORE IT IS AGREED BY THE PARTIES HERETO AS FOLLOWS:
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1.
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Appendices
|
The
Appendices listed below which are attached hereto shall constitute an integral
part hereof:
Appendix
1 - the 1997 Research Programme
Appendix
2 - the 1997 Research Budget
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2.
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Definitions
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2.1.
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“Yeda”
shall mean Yeda Research and Development Co. Ltd. of X.X. Xxx 00,
Xxxxxxx
00000, Xxxxxx.
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2.2.
|
“The
Company” shall mean XTL Biopharmaceuticals Ltd., of Xxxxxx Xxxxxxxx, X.X.
Xxx 000, Xxxxxxx 00000, Xxxxxx.
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2.3.
|
“The
Main Agreement” shall mean the Research and Licence Agreement between Yeda
and the Company, dated April 7,
1993.
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2.4.
|
“The
Amendment Agreement” shall mean the Amendment of Research and Licence
Agreement dated August 31, 1995.
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2.5.
|
“The
Research” shall mean the Research contemplated under the 1997 Research
Programme.
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2.6.
|
“The
1997 Research Programme” shall mean the research programme attached hereto
as Appendix 1.
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*****
Confidential material redacted and filed separately with the
Commission.
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2.7.
|
“The
1997 Research Period” shall mean the period commencing on September 1,
1996 and ending on August 31, 1997.
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2.8.
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“The
1997 Budget” shall mean the Budget for the Research as set forth in
Appendix 2 attached hereto.
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3.
|
This
Second Extension Agreement shall be read together with the Amendment
Agreement and the Main Agreement and subject to the amendments
and
modifications contained herein, the provisions of said Amendment
Agreement
and Main Agreement shall remain unaltered and in full force and
effect.
Any words and phrases included in this Extension Agreement which
are
defined in the Main Agreement shall (unless the context otherwise
requires) have the same meaning attributed to such words or phrases
in the
Main Agreement.
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4.
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Performance
of the 1997 Research
|
In
consideration of the sums to be paid by the Company pursuant to Paragraph
5
below and subject to the execution of such payments, Yeda undertakes to procure
the performance at the Institute of the 1997 Research Programme in whole
or in
part at the discretion of and under the supervision of the Scientist during
the
1997 Research Period.
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5.
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Funding
of the 1997 Research
|
The
Company shall provide Yeda with the total amount of ***** United States Dollars)
to be used for financing the performance of the 1997 Research under Paragraph
3
above.
The
funds
shall be paid in *****,
each
payable in advance on September 1, 1996 and then on March 1, 1997.
IN
WITNESS WHEREOF OF the parties have caused their respective representatives
to
execute this Agreement in two (2) counterparts, each of which shall be deemed
as
original.
|
Xxxxxx
Xxxxxx, President
August
12, 1996
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For
YEDA RESEARCH AND DEVELOPMENT CO. LTD.
***** *****
***** *****
August
13, 1996
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I
hereby
confirm that I have read the above Agreement and I agree to act, to the best
of
my ability, in accordance with the terms and conditions of this Agreement
insofar as it relates to me.
*****
August
14, 1996
*****
Confidential material redacted and filed separately with the
Commission.
APPENDIX
1
*****
*****
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1.
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*****
|
|
a.
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*****
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b.
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*****
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c.
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*****
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2.
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*****
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*****
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3.
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*****
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*****:
a.
*****
b.
*****
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4.
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*****
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*****
*****
*****
Note
that
confidential treatment has been requested and one (1) page of material from
this
Appendix 1 has been omitted and filed separately with the
Commission.
*****
Confidential material redacted and filed separately with the
Commission.
APPENDIX
2
*****
*****
*****
Note
that
confidential treatment has been requested and one (1) page of material from
this
Appendix 2 has been omitted and filed separately with the
Commission.
