Letter Agreement Regarding Collaboration on XL184 and XL281 Compounds between Exelixis, Inc. and Bristol-Myers Squibb Company (December 11, 2008)
This letter agreement, dated December 11, 2008, is between Exelixis, Inc. and Bristol-Myers Squibb Company. It supplements their existing Collaboration Agreement by formally identifying specific information, including the initial global development plan and lists of small molecule compounds (XL184 and XL281) relevant to their joint research. The letter clarifies that if there is any conflict between this letter and the main agreement, the main agreement will prevail. The agreement is signed by authorized representatives of both companies.
Exhibit 10.67
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
LETTER AGREEMENT
December 11, 2008
Re: Collaboration Agreement re XL184 and XL281
Ladies and Gentlemen:
Reference is hereby made to that certain Collaboration Agreement (the Agreement) dated as of the date hereof, by and between Exelixis, Inc., a Delaware corporation having its principal place of business at 170 Harbor Way, P.O. Box 511, South San Francisco, California 94083-0511 (Exelixis), and Bristol-Myers Squibb Company, a Delaware corporation headquartered at 345 Park Avenue, New York, NY 10154 (BMS). Capitalized terms used in this letter agreement (this Letter) that are not otherwise defined herein shall have the meanings given to them in the Agreement.
In connection with the collaboration between the Parties conducted pursuant to the Agreement, this Letter is intended to identify certain information in accordance with the terms of the Agreement. This Letter is the Letter Agreement as mentioned in the Agreement, and the information set forth in this Letter and the Schedules hereto are hereby identified as such for purposes of the Agreement. In the event of a conflict between this Letter (or the Schedules hereto) and the Agreement, the terms and conditions of the Agreement shall govern.
1. Schedule A: Global Development Plan. The plan set forth on Schedule A is the initial Global Development Plan as contemplated by Section 3.1(b) of the Agreement.
2. Schedule B: XL184 Compounds. The compounds set forth on Schedule B are the small molecule compounds as contemplated by Section 1.83(b) of the Agreement.
3. Schedule C: XL281 Compounds. The compounds set forth on Schedule C are the small molecule compounds as contemplated by Section 1.85(b) of the Agreement.
The Parties have executed this Letter in duplicate originals by their proper officers. The date that this Letter is signed shall not be construed to imply that the document was made effective on that date.
BRISTOL-MYERS SQUIBB COMPANY | EXELIXIS, INC. | |||||||
By: | /s/ Jeremy Levin | By: | /s/ George Scangos | |||||
Title: | Senior Vice President | Title: | President & CEO | |||||
Date: | 12/10/2008 | Date: | 12/10/2008 |
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
Schedule A
Initial Global Development Plan
[ * ]
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
Schedule B
XL184 small molecule
compounds
[ * ]
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
Schedule C
XL281 small molecule compounds
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[ * ] | [ * ] | [ * ] | [ * ] |
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.