EXHIBIT 10.35
AMENDMENT TO THE COLLABORATIVE RESEARCH AND LICENSE AGREEMENT
between
SmithKline Xxxxxxx Corporation
and
NPS Pharmaceuticals, Inc.
dated November 26, 1997
CONFIDENTIAL TREATMENT REQUESTED.
CONFIDENTIAL PORTIONS OF THIS DOCUMENT
HAVE BEEN REDACTED AND HAVE BEEN
SEPARATELY FILED WITH THE COMMISSION.
AMENDMENT
TO THE
COLLABORATIVE RESEARCH AND LICENSE AGREEMENT
BETWEEN
SMITHKLINE XXXXXXX CORPORATION
AND
NPS PHARMACEUTICALS, INC.
This AMENDMENT (the "Amendment") is entered into this 26th day of November,
1997 between SmithKline Xxxxxxx Corporation, a corporation of the Commonwealth
of Pennsylvania, having a place of business at Xxx Xxxxxxxx Xxxxx, Xxxxxxxxxxxx,
Xxxxxxxxxxxx 00000, X.X.X. ("SB") and NPS Pharmaceuticals, Inc., a corporation
of the state of Delaware, having a place of business at 000 Xxxxxxx Xxx, Xxxx
Xxxx Xxxx, Xxxx 00000, X.X.X. ("NPS").
WHEREAS, SB and NPS have previously entered into a Collaborative Research
and License Agreement effective November 1, 1993, as amended by the Amendment
Agreement effective June 29, 1995, and as each have been further amended by the
parties, (hereinafter collectively referred to as the "Agreement"); and
WHEREAS, the parties now set forth their intent to amend the Agreement to
extend the period of the RESEARCH and their agreement on certain other main
principles of such further amendment:
Capitalized terms used in this Amendment shall have the same meaning as defined
in the Agreement.
. In the first sentence of Paragraph 2.01, as amended by the October 28, 1996
Amendment Agreement, the words "four (4)" shall be deleted and replaced
with the words "seven (7)".
. In Paragraph 3.01, as amended by the October 28, 1996 Amendment, the words
* "and at a level of [------------------------------------------------------]
per NPS FTE for [----------] NPS FTEs during the fifth, sixth, and seventh
RESEARCH years" shall be inserted after the words "for the fourth RESEARCH
year".
. In Paragraph 7.05, the words "one NPS representative be a full member"
shall be deleted and replaced with the words "two NPS representatives be
full members".
. In Appendix B, add the attachment to this Amendment at the end thereof.
*CONFIDENTIAL MATERIAL REDACTED AND FILED SEPARATELY WITH THE COMMISSION.
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. This Amendment shall be retroactively effective as of November 1, 1997, and
shall supersede the Amendment Agreement to Supercede the October 26, 1997
Amendment Agreement in its entirety.
. All other terms and conditions of the Agreement shall remain in full force
and effect.
Intending to be bound hereby, the parties have signed this Amendment
effective as of the date first written above.
SMITHKLINE XXXXXXX CORPORATION NPS PHARMACEUTICALS, INC.
By: /k/ Xxxxxx X. Xxxxxx By: /k/ Xxxx Xxxx
--------------------------- ----------------------
Xxxxxx X. Xxxxxx
Title: Secretary Title: Vice President
Date: November 26, 1997 Date: November 26, 1997
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ATTACHMENT FOR ADDITION TO APPENDIX B
[
CONFIDENTIAL MATERIAL REDACTED AND FILED SEPARATELY WITH THE COMMISSION
]
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