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EXHIBIT 10.74
AMENDMENT #3
TO COLLABORATION AGREEMENT
This Amendment #3 to Collaboration Agreement (this "Amendment") is made and
entered into as of December 15, 1997, by and between DepoTech Corporation, a
California corporation ("DepoTech") and Chiron Corporation, a Delaware
corporation ("Chiron").
The Collaboration Agreement dated as of March 31, 1994, between Chiron and
DepoTech (the "Collaboration Agreement") was previously amended by Amendment #1
to Collaboration Agreement, dated as of April 1, 1997 ("Amendment #1") and
Amendment #2 to Collaboration Agreement, dated as of June 4, 1997 ("Amendment
#2).
The parties hereby agree to amend Section 3.B.(i) of Amendment #2 to read in
full as follows:
The entire $11,700,000 shall be payable upon the date of the earlier of the
following events (such earlier date referred to as the "Payment
Date"). If neither event occurs, payment shall be governed by
subsection (ii) or (iii) below.
If, prior to December 31, 1998, the FDA issues a letter of other
notification (each an "FDA Notification") indicating that
the NDA with respect to DTC 101 in the United States is
approvable or approved, the Payment Date shall be the date
of the first FDA Notification.
Notwithstanding subsection (aa) above, if, prior to December 28,
1997, at least two-thirds of the voting members of the
Oncologic Drugs Advisory Committee to the FDA ("ODAC") (i.e.
absent or abstaining members are excluded) vote to recommend
that the FDA approve such NDA for the indications submitted,
and, at the meeting at which such vote occurs, the ODAC does
not recommend any material adverse changes to the product
labeling from that submitted in connection with the NDA, the
Payment Date shall be the date of such ODAC meeting.
DepoTech shall, at its option, pay the entire amount in cash within
five(5) working days after the Payment Date, or deliver to Chiron
within five(5) working days after the Payment Date a promissory note
in the form attached hereto as Exhibit A, for the principal amount of
the unpaid balance. Such note shall be payable in full not later than
December 31, 1998, and shall bear interest from the Payment Date until
paid in full at a rate equal to the 12 month Treasury Xxxx rate on the
Payment Date plus 150 basis points, not to exceed the maximum rate
permitted by applicable law.
Except as set forth herein, the Collaboration Agreement, as previously amended
by Amendment #1 and Amendment #2, remains in full force and effect.
Executed by the parties as of the date first written above.
DEPOTECH CORPORATION CHIRON CORPORATION
By /s/ XXXXXX X. XXXXXXXX By /s/ XXXXXX XXXXXXXX
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(Xxxxxx X. Xxxxxxxx), President (Xxxxxx Xxxxxxxx), President
and Chief Executive Officer Chiron Therapeutics
