AMENDMENT NO. 4 TO MASTER MANUFACTURING SERVICES AND SUPPLY AGREEMENT
Exhibit 10.64
AMENDMENT NO. 4 TO
This Amendment No. 4 to Master Manufacturing Services and Supply Agreement (“Amendment No. 4”) is made effective and entered into on December 17, 2021 (the “Amendment Effective Date”) by and between Xxxxxxxxx Xxxxxxxx SA, with principal offices located at Xxxxx xx Xxxxxxx 0, 00, 1902 Evionnaz, Switzerland (together with its Affiliates and subsidiaries “Vendor”); and Keryx Biopharmaceuticals, Inc., with its offices at 000 Xxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx, XXX 02142 (“Keryx”).
WHEREAS, Vendor and Keryx entered into a Master Manufacturing Services and Supply Agreement dated December 20, 2017 (“Agreement”) under which Vendor manufactures Product for purchase by Keryx; and
WHEREAS, on December 12, 2018, Keryx merged with Akebia Therapeutics, Inc. (“Akebia”) and, pursuant to such merger, Akebia assumed all of Keryx’s rights and obligations under the Agreement. Keryx continues to operate as a wholly owned subsidiary of Akebia, and Akebia is an Affiliate of Keryx; and
WHEREAS, Vendor and Xxxxx wish to amend the Agreement as herein provided;
NOW THEREFORE, Vendor and Xxxxx hereto mutually agree as follows:
1.The text of Section 16.1.1 of the Agreement is be deleted and is hereby replaced by the following:
16.1.1 The term of this Agreement (the “Term”) shall commence as of the Agreement Date and, subject to earlier termination in accordance with the provisions of this Section 16, shall end on December 31, 2022 unless otherwise agreed by the Parties. Notwithstanding the foregoing, Keryx may elect to extend the Term through December 31, 2023 with written notice sent at least eleven (11) months prior to the expiry of the Term, in accordance with Section 22 herein. In the event of such an election by Xxxxx, Xxxxx’s Minimum Annual Purchase Obligation for 2023 set forth in Attachment B shall apply. For the avoidance of doubt, expiration of the Term in accordance with this Section 16.1.1 shall not relieve Keryx of its responsibilities to pay any undisputed invoices issued by Vendor for Product or other Services performed in accordance with Section 3 of the Agreement.
2.For the purpose of this Amendment No. 4, the defined terms used herein shall have the same meaning as those used in the Agreement, unless otherwise specified in this Amendment No. 4.
3.Except as provided for in this Amendment No. 4, all other terms and conditions of the Agreement shall remain in full force and effect.
4.The governing law and jurisdiction applicable to the Agreement shall apply to this Amendment No. 4.
[Signature page follows]
IN WITNESS WHEREOF, Vendor and Xxxxx hereto have caused this Amendment No. 2 to be executed by their duly authorized representatives as of the date first above written.
Signed on behalf of Xxxxxxxxx Xxxxxxxx SA Signed on behalf of Keryx Biopharmaceuticals, Inc.
By: /s/ Xxxxx Xxxxxxxxxxx By: /s/ Xxxxxx Xxxxx
Name: Xxxxx Xxxxxxxxxxx Name: Xxxxxx Xxxxx, SVP,
Chief Operating Officer
Date: 17-Dec-2021 Date: 17-Dec-2021
Signed on behalf of Xxxxxxxxx Xxxxxxxx SA
By: /s/ Xxxx Xxxxxxxx
Name: Xxxx Xxxxxxxx
Date: 17-Dec-2021
