EXHIBIT 99.1
AMENDMENT AGREEMENT
BETWEEN
SMITHKLINE XXXXXXX CORPORATION
AND
NPS PHARMACEUTICALS, INC.
DATED
OCTOBER 28, 1996
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CONFIDENTIAL TREATMENT REQUESTED
THE REDACTED MATERIAL HAS BEEN
SEPARATELY FILED WITH THE COMMISSION
THE APPROPRIATE SECTIONS HAVE BEEN BLACKED OUT
[SmithKline Xxxxxxx letterhead]
28 October 96
NPS Pharmaceuticals, Inc.
000 Xxxxxxx Xxx Confidential Treatment Requested
Xxxx Xxxx Xxxx, Xxxx 00000
RE: Amendment Agreement
Dear Sirs:
This letter (hereinafter "Letter") will confirm that the Collaborative
Research and License Agreement between 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. (herein referred to as "NPS") and 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. (hereinafter referred to as "SB") dated November 1, 1993, as amended by
the Amendment Agreement dated June 29, 1995, and as further amended by the
Letter Agreement dated February 14, 1996 (herein collectively referred to as
"Agreement") shall be amended, effective as of the date of NPS' signature below,
as follows:
- In Paragraph 1.34, insert the words "or otherwise amended by the parties,
in a mutually executed writing" after the words "in accordance with
Paragraph 2.06";
- In Paragraph 2.01, delete the words "three (3) years" and replace them with
the words "four (4) years";
- In Paragraph 3.01, delete the words "per NPS FTE per RESEARCH year" and
replace them with the words "per NPS FTE for the first three (3) RESEARCH
years and at a level of (Confidential Treatment Requested) per NPS FTE for
the fourth RESEARCH year";
- In Paragraph 3.01, insert the words "except to the extent that such number
is subsequently amended by the parties, in a mutually executed writing"
after the words "as written as of the EFFECTIVE DATE".
- In Paragraph 3.02, insert the words "except to the extent that such number
is subsequently amended by the parties, in a mutually executed writing"
after the words "as written as of the EFFECTIVE DATE".
- In Appendix B, add the attachment to this Letter at the end thereof;
- All other terms and conditions of the Agreement shall remain in full force
and effect.
Page 1
Confidential Treatment Requested
Please indicate your acceptance of this Amendment Agreement by signing and
dating the duplicate copies of this letter below and returning on such fully
executed copy to SB.
Very truly yours,
SMITHKLINE XXXXXXX CORPORATION
By: /s/ Xxxxx Xxxxxxx
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Senior Vice President
Title: Chemical & Cellular Sciences
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Date: 10/30/96
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AGREED TO AND ACCEPTED:
NPS PHARMACEUTICALS, INC.
By: /s/ Xxxxxx Xxxxxxx
---------------------
Title: CEO
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Date: 10/30/96
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Confidential Treatment Requested
RESEARCH OBJECTIVES DURING FOURTH RESEARCH YEAR
[
(Confidential Treatment Requested)
]
Page 3
Confidential Treatment Requested
HEADCOUNT (FTE) ASSIGNMENT FOR RESEARCH DURING THE FOURTH RESEARCH YEAR
[
(Confidential Treatment Requested)
]
Page 4
