Exhibit 10.8.1
First Amendment to Joint Venture Agreement between
the Company and BASF Aktiengescellschaft
FIRST AMENDMENT TO
JOINT VENTURE AGREEMENT
between
LYNX Therapeutics, Inc., 0000 Xxx Xxxxxx Xxxxx, Xxxxxxx, Xxxxxxxxxx,
00000, XXX (hereinafter referred to as "LYNX")
and
BASF Aktiengesellschaft, 00000 Xxxxxxxxxxxx, Xxxxxxx Xxxxxxxx of Germany
(hereinafter referred to as "BASF")
WHEREAS, LYNX and BASF are parties to that certain Joint Venture
Agreement dated October 23, 1996 (the "Agreement"), pursuant to which
LYNX and BASF agreed to establish and operate, through German
subsidiaries, a Joint Venture Company (the "JVC") in Germany to exploit
certain complementary assets for the purpose of evaluating the
applicability of dynamic gene expression analyses for the toxico-
pharmacology of chemicals, for discovering novel drug targets and drugs
for unmet medical needs, and the development of production strains of
microorganisms for fermentations; and
WHEREAS, LYNX and BASF are interested in amending the terms of the
Agreement to expand the objectives of such Joint Venture Company, and to
provide certain additional funding and technology to the JVC;
NOW, THEREFORE, LYNX and BASF hereby agree that the terms of the
Agreement are amended as follows:
1. Article 2.2 of the Agreement is deleted and replaced in its entirety
with the following:
"2.2 Object
The JVC will apply collaboratively the technologies and knowledge
made available primarily by the Holding Companies for characterizing
the dynamics of gene expression and gene product (protein)
activities starting with, but not limited to:
(a) [.***.]* the [.***.] of the [.***.] approach to [.***.], and
(b) [.***.]* for [.***.] associated with the [.***.], such as but
not limited to [.***.]; and
(c) [.***.].
In [.***.] set forth in subsections (a)-(c) above, the JVC shall
[.***.] from [.***.] to the JVC and its potential customers with
[.***.] and [.***.] for the [.***.] of the [.***.] by the JVC."
2. BASF`s subsidiary BASF Biotechnologies Beteiligungs- und
Verwertungsgesell-schaft mbH shall increase its funding commitment
according to Article 5 of the Agreement (as further described in
Article 3 of the Technology License and Development Agreement dated
January 1, 1997) by the sum of [.***.], to enable the JVC, inter
alia, to purchase certain assets from LYNX as provided in Section 3
of this Amendment and to conduct expanded work based on the
expansion of its objectives as provided in Section 1 above.
3. LYNX hereby agrees to sell and assign to the JVC, and upon payment
of [.***.] by the JVC, certain assets of LYNX described in Appendix
A attached hereto relating to LYNX`s neurological disorders program,
pursuant to an asset purchase agreement to be entered into by LYNX
and the JVC.
4. Article 1.5 of the Agreement is modified to change [.***.] to
[.***.].
5. Article 5.7 of the Agreement is hereby deleted.
IN WITNESS WHEREOF, LYNX and BASF have executed this Amendment as of
October 23, 1998.
LYNX THERAPEUTICS, INC. BASF AKTIENGESELLSCHAFT
\s\ Xxx Xxxxx, Ph.D. \s\ Xxxxxxx Xxxxxx \s\ Xx. Xxxxxx Xxxxxxx
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* Confidential Treatment Request
Exhibit A
1. Information
1.1 [.***.].
1.2 [.***.].
1.3 [.***.].
1.4 [.***.].
2. Materials
2.1 [.***.].
2.2 Electronic and physical files containing the information described
under points #1.1 through 1.4.
3. License opportunities
[.***.].
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* Confidential Treatment Request
