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EXHIBIT 10.8(a)
AMENDMENT NO. 1 TO COLLABORATION AGREEMENT
This Amendment No. 1 to Collaboration Agreement (the "Amendment"),
effective as of May 1, 1998 (the "Amendment Effective Date"), is entered into by
and between Symyx Technologies ("Symyx"), a California corporation having a
principal place of business at 0000 Xxxxxxx Xxxxxxxxxx, Xxxxx Xxxxx, Xxxxxxxxxx,
and Xxxxx XX ("Xxxxx"), a German corporation having a principal place of
business at X-00000 Xxxxxxxxxx, Xxxxxxx, and amends that certain Collaboration
Agreement entered into by and between Symyx and Bayer effective as of March 1,
1998 (the "Collaboration Agreement").
WHEREAS, Symyx and Bayer desire to amend the Collaboration Agreement to
provide for research in the [******] Field as set forth more fully below;
NOW THEREFORE, the parties hereby agree as follows:
1. All capitalized terms not defined in this Amendment shall have the meanings
given to them in the Collaboration Agreement.
2. Section 2.2.1(a) of the Collaboration Agreement is amended to read in its
entirety as follows:
(a) Addition of [******] Field.
(i) The Research Program shall include the [******] Field,
which shall be defined as [******].
(ii) Symyx agrees to dedicate [******]
(iii) Bayer agrees to pay Symyx Research Expenses for research
activities in the [******] Field as set forth in Section 6.2.1(b) and
to pay Symyx royalties in accordance with Section 6.14.
(iv) Following termination of research activities within the
[******] Field, the corresponding Research Field Committee will prepare
a summary of Program Technology generated in the course of the research
activities for the [******] Field.
3. Section 6.2.1(b) is amended to read in its entirety as follows:
(b) [******]
* 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.
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4. Article 6 is amended by addition of the following new Section 6.14:
6.14 [******]
(a) [******]
(b) [******]
5. Except as specifically modified or amended hereby, the Collaboration
Agreement shall remain in full force and effect and, as modified or amended, is
hereby ratified, confirmed and approved. No provision of this Amendment may be
modified or amended except expressly in a writing signed by both parties nor
shall any terms be waived except expressly in a writing signed by the party
charged therewith. This Amendment shall be governed by, construed and enforced
in accordance with the laws of the State of California, without reference to
conflicts of laws principles.
IN WITNESS WHEREOF, each of the parties has executed this Amendment as
of the date indicated on this Amendment.
XXXXX XX SYMYX TECHNOLOGIES
By: /s/ XXXXXX XXXXXX By: /s/ XXX XXXXXXXXXX
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Name: Prof. Xx. Xxxxxx Xxxxxx Name: Xxx Xxxxxxxxxx
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Title: Director R/D Title: President & COO
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Date: 3.6.1998 Date: May 28, 1998
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By: /s/ I.V. XXXX
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Name: Xx. Xxxx
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Title: Licensing Manager
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Date: June 3, 1998
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* 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.
