EXHIBIT 10.93
AMENDMENT TO LICENSE AGREEMENT
This Amendment to License Agreement ("Amendment") is entered into as of
January 1, 2001 by and between Mitsubishi-Tokyo Pharmaceuticals, Inc., with its
principal offices at 2-6, Xxxxxxxxxx-Xxxxxx 0-xxxxx, Xxxx-Xx, Xxxxx 000-0000,
Xxxxx, a successor in interest to Mitsubishi Chemical Corporation ("Mitsubishi")
and Triangle Pharmaceuticals, Inc., with its principal offices located at 0
Xxxxxxxxxx Xxxxx, 0000 Xxxxxxxxxx Xxxxx, Xxxxxx, Xxxxx Xxxxxxxx 00000
("Triangle") and amends certain terms of that certain License Agreement, dated
as of June 17, 1997, between Mitsubishi and Triangle (the "Agreement").
Capitalized terms not defined herein shall have the meanings given them in the
Agreement.
RECITALS
A. Mitsubishi and Triangle have previously entered into the Agreement,
pursuant to which Mitsubishi has licensed certain patent rights and know-how to
Triangle relating to a compound known as MKC-442..
B. As part of its diligence efforts in respect of MKC-442, Triangle is
required to use its best efforts to file an NDA for a Licensed Product in at
least one Major Market Country *** , subject to certain extensions
permitted by the Agreement.
C. Mitsubishi and Triangle desire to amend certain terms of the
Agreement relating to such due diligence time limit.
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*** Portions of this page have been omitted pursuant to a request for
Confidential Treatment and filed separately with the Commission.
NOW, THEREFORE, for good and valuable consideration, Mitsubishi and
Triangle hereby agree as follows:
1. AMENDMENTS. Subsection 6.2(a) of the Agreement is hereby
deleted in its entirety and replaced as follows:
"(a) files in at least one Major Market Country what it
reasonably believes to be a complete NDA for a Licensed
Product with the appropriate regulatory agency within ***
after the Effective Date; provided, however, said ***
period shall be subject to up to *** exensions of *** each
at Triangle's election by payment to Mitsubishi of a sum
of *** for each such *** extension;"
2. GENERAL TERMS. The Agreement, as amended by this Amendment,
constitutes the entire agreement between Mitsubishi and
Triangle or regarding the subject matters contained therein
and herein. In the event of any conflict between the
provisions of the Agreement and this Amendment, the provisions
of this Amendment shall govern and control. This Amendment
shall be governed by, and construed in accordance with, the
laws of the State of New York without regard to its conflicts
of laws principles. This Amendment may be executed in any
number of counterparts, each of which shall be deemed an
original and all of which shall constitute one and the same
instrument. If any provision of this Amendment is for any
reason held to be ineffective, unenforceable or illegal, such
condition shall not affect the validity or enforceability of
any of the remaining portions hereof; provided, further, that
the parties shall
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*** Portions of this page have been omitted pursuant to a request for
Confidential Treatment and filed separately with the Commission.
negotiate in good faith to replace any ineffective,
unenforceable or illegal provision with an effective
replacement as soon as is practical.
IN WITNESS WHEREOF, Mitsubishi and Triangle have each executed this
Amendment through an authorized officer as of the date written below.
MIUTSUBISHI-TOKYO PHARMACEUTICALS, INC.
By: /s/ Ryuichi Tomizawa
Its: President
Date: January 9, 2001
TRIANGLE PHARMACEUTICALS, INC.
By: /s/ Xxxxx X Xxxxxx
Its: President
Date: January 3, 2001
