Letter Agreement Extending License Fee Obligation Deadline Between Antigenics Inc. and University of Connecticut Health Center
Antigenics Inc. and the University of Connecticut Health Center have agreed to extend the deadline for Antigenics to meet certain annual license fee obligations under their existing license agreement until June 15, 2009. This extension allows both parties to continue negotiating possible changes to the agreement's license fee and milestone payment terms. All other terms of the original agreement remain unchanged.
EXHIBIT 10.5
May 11, 2009
Michael F. Newborg, Executive Director
University of Connecticut Health Center
Center for Science and Technology Commercialization
263 Farmington Ave
Farmington, CT 06030-6207
| Re: | License Agreement between University of Connecticut Health Center (“UConn”) and Antigenics Inc. effective May 25, 2001, as amended (the “Agreement”) |
Dear Dr. Newborg:
As you are aware, Antigenics and UConn have been in good faith negotiations regarding our proposal of a potential [**] in certain annual license fee terms per section 3.1 of the Agreement and an [**] in certain milestone payments per section 3.2.
This letter serves to memorialize the parties’ agreement to extend the date for Antigenics to fulfill its obligations under section 3.1 of the Agreement until June 15, 2009, while the parties continue their current negotiations to amend the terms of the Agreement.
All other obligations of the parties under the Agreement shall remain in force.
Please confirm your agreement by kindly signing and returning one fully executed version of this letter to: Antigenics Inc., 3 Forbes Road, Lexington, MA 02421, Attention: Legal Department.
| Sincerely, |
| /s/ Karen Valentine |
| Karen Valentine Vice President and General Counsel |
Acknowledged and Agreed:
University of Connecticut Health Center
| By: | /s/ Michael F. Newborg | |
| Title: | Michael F. Newborg, Executive Director | |
Date: 5/11/09
[**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unpredicted version of this exhibit has been filed separately with the Commission.
