Exhibit 10.18
[*] CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY
BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES EXCHANGE ACT OF
1933, AS AMENDED.
MEMORANDUM
June 20, 2001
Cytokinetics, Inc. Glaxo Group Limited
000 Xxxx Xxxxx Xxxxxx 000 Xxxxxxxxx Xxxx
Xxxxx Xxx Xxxxxxxxx, XX 00000 King of Prussia, PA 19406
Reference is made to the Collaboration and License Agreement dated June 20, 2001
between Cytokinetics, Inc. and Glaxo Group Limited (the "Collaboration
Agreement"). The criteria to be agreed by the Parties as described in Section
1.49 shall be those criteria attached to this Memorandum as Appendix I and
incorporated herein. The Research Plan referenced in Section 1.58 shall be the
Research Plan attached to this Memorandum as Appendix II and incorporated
herein.
It is understood and agreed that this letter shall not be deemed superseded or
terminated by reason of Section 12.10 of the Collaboration Agreement.
IN WITNESS WHEREOF, the Parties have executed this Agreement in duplicate
originals by their duly authorized representatives as of the date and year first
above written.
CYTOKINETICS, INC. GLAXO GROUP LIMITED,
A GLAXOSMITHKLINE CORPORATION
By: /s/ Xxxxx X. Xxxxx By: /s/ Xxxxxxxx Xxxxxx
-------------------------------- --------------------------
Name: Xxxxx X. Xxxxx, M.D., Ph.D. Name: Xx. Xxxxxxxx Xxxxxx
Title: President and CEO Title: Chairman, R&D
Date: June 20, 2001 Date: 6/20/01
APPENDIX I
CRITERIA FOR MITOTIC KINESIN TARGET
"Mitotic Kinesin Targets" include the human kinesin proteins KSP; [*] and [*] as
exemplified by
1. the [*] listed in (A); and
2. those other human proteins that meet the following criteria
a. [*]
b. the kinesin plays a role in mitosis as evidenced by
i. [*]
ii. [*]
A. [*] OF MITOTIC KINESINS
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-2-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-3-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-4-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-5-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-6-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-7-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-8-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-9-
[*]
KSP
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-10-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-11-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-12-
[*]
B. Mitotic Kinesin [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-13-
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
-14-
APPENDIX II - PART A
JOINT GSK-CK RESEARCH PLAN
MAY 7, 2001
2001 OBJECTIVES & Activities
LOGISTICAL ISSUES TO BE ADDRESSED (Q3)
MAJOR GOALS
- [*]
NON-KSP
MAJOR GOALS
- [*]
1. [*]
- [*]
[*]
2. [*]
- [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
APPENDIX II - PART A
JOINT GSK-CK RESEARCH PLAN
MAY 7, 2001
3. [*]
- [*]
[*]
4. [*] ([*] KSP) [*]
- [*] ([*] KSP)
- [*]
[*]
5. [*]
- [*]
[*]
6. [*]
- [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
2
APPENDIX II - PART A
JOINT GSK-CK RESEARCH PLAN
MAY 7, 2001
KSP
MAJOR GOALS
- [*]
1. [*]
- [*]
[*]
2. [*]
- [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
3
APPENDIX II - PART A
JOINT GSK-CK RESEARCH PLAN
MAY 7, 2001
3. [*]
- [*]
[*]
4. [*]
[*]
5. [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
4
APPENDIX II - PART A
JOINT GSK-CK RESEARCH PLAN
MAY 7, 2001
GSK-CK ALLIANCE, EFFORTS BY YEAR
2001 2002 2003 2004 2005
-------------------------- -------------------------- ------------------------- ------------------------ ---------------------
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
5
APPENDIX II - PART B
CYTOKINETICS/GSK
RESEARCH PLAN
1. [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Cytokinetics, Inc. Confidential Page 1 of 5
APPENDIX II - PART B
CYTOKINETICS/GSK
RESEARCH PLAN
2. [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Cytokinetics, Inc. Confidential Page 2 of 5
APPENDIX II - PART B
CYTOKINETICS/GSK
RESEARCH PLAN
3. [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Cytokinetics, Inc. Confidential Page 3 of 5
APPENDIX II - PART B
CYTOKINETICS/GSK
RESEARCH PLAN
[*]
4. [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Cytokinetics, Inc. Confidential Page 4 of 5
APPENDIX II -PART B
CYTOKINETICS/GSK
RESEARCH PLAN
5. [*]
[*]
6. [*]
[*]
* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
Cytokinetics, Inc. Confidential Page 5 of 5