Biomira Management Inc. Date April 30, 2013 Attn: Robert L. Kirkman, M.D. Division/Dept. LE-TA Trademarks Group A SEATTLE, WA 98004 Phone +49 6151 72-6020 USA Fax +49 6151 72-3378 E-Mail thomas.tresper@merckgroup.com
EXHIBIT 10.2
Merck KGaA ·Germany Xxxxxxxxxxx Xxx. 000 ·64293 Darmstadt
| Biomira Management Inc. | Date | April 30, 2013 | ||
| Attn: Xxxxxx X. Xxxxxxx, M.D. | Division/Dept. | LE-TA Trademarks Group A | ||
| 0000 Xxxxxx Xxxxxx | Care of | Xxxxxx Tresper | ||
| XXXXXXX, XX 00000 | Phone | x00 0000 00-0000 | ||
| USA | Fax | x00 0000 00-0000 | ||
| xxxxxx.xxxxxxx@xxxxxxxxxx.xxx |
| Re: | Letter Amendment to Amended and Restated License Agreement (2008) |
Dear Xx. Xxxxxxx,
As you are aware, the FDA recently informed Merck KGaA (“MERCK”) that the brand name STIMUVAX would not be approved for the marketing of L-BLP25 in the United States. STIMRIS, however, would currently be approved as a brand name. Further, the EMA informed MERCK that the name STIMUVAX would not be approved in the European Union, but the names STIMRIS, STIMUVAM and STIMUVAY would currently be approved.
In view of the above, MERCK proposes the following amendments (“Letter Amendment”) to the Amended and Restated License Agreement (2008) effective as of December 18, 2008, between Biomira Management Inc. (“ONCOTHYREON”) and MERCK (“Amended and Restated License Agreement”):
| 1. | ONCOTHYREON and MERCK agree that TRADEMARK means the trademarks STIMRIS, STIMUVAY and STIMUVAM. |
| 2. | ONCOTHYREON confirms that MERCK is released from all obligations regarding the trademarks STIMUVAX, STENVAX, SIATOPE , THEXOPE and JEXAVE, including, without limitation, the obligation to diligently pursue the filing, maintenance and defense of these trademarks. |
| 3. | MERCK confirms that ONCOTHYREON is released from all obligations to maintain the trademarks and trademark applications identified in this Letter Amendment, and has complied with the obligations set forth in Section 5.12.3 of the Amended and Restated License Agreement with respect to the assignment of such trademarks and trademark applications to MERCK. |
Merck KGaA ·Germany
| Xxxxxxxxxx Xxx. 000 | Corporation with General Partners | Executive Board and General Partners: | ||
| 64293 Darmstadt | Commercial Register AG Darmstadt HRB 6164 | |||
| Phone x00000 0 00-0 | Registered Office: Darmstadt | Xxxx-Xxxxxx Xxxx (Chairman), | ||
| Fax x00 000 0 00-0000 | Chairman of the Supervisory Board: | Xxx Xxxxxxxx, Xxxxxx Xxxxxxxx, | ||
| xxx.xxxxx.xx | Xxxx Xxxxx | Xxxxx Xxxxxxxx, Xxxxxxxx Xxxxxxx |
By their signatures below, MERCK and ONCOTHYREON agree to the terms of this Letter Amendment.
Sincerely,
Merck KGaA
| ppa. | i.V. | |||
| /s/ Xxxx Xxxxxxxx | /s/ Xxxxxx Tresper | |||
| By: Xxxx Xxxxxxxx | By: Xxxxxx Tresper | |||
| Associate General Counsel | Head of Trademarks Group A | |||
Accepted and Agreed:
Biomira Management Inc.
| /s/ Xxxxxx X. Xxxxxxx |
| By: Xxxxxx X. Xxxxxxx |
| President |
Merck KGaA ·Germany
| Xxxxxxxxxx Xxx. 000 | Corporation with General Partners | Executive Board and General Panners: | ||
| 64293 Darmstadt | Commercial Register AG Darmstadt HRB 6164 | |||
| Phone x00 0000 00-0 | Registered Office: Darmstadt | Xxxx -Xxxxxx Xxxx (Chairman), | ||
| Fax x00 0000 00-0000 | Chairman of the Supervisory Board: | Xxx Xxxxxxxx, Xxxxxx Xxxxxxxx, | ||
| xxx.xxxxx.xx | Xxxx Xxxxx | Xxxxx Xxxxxxxx, Matthias Zachen |
