CONFIDENTIAL TREATMENT REQUESTED CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION MILESTONE EXTENSION AGREEMENT COLUMBIA UNIVERSITY CORIXA CHINOOK INTROGEN THERAPEUTICS MDA 7 GENE
Exhibit 10.21
CONFIDENTIAL TREATMENT REQUESTED
CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN
SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
MILESTONE EXTENSION AGREEMENT
COLUMBIA UNIVERSITY CORIXA CHINOOK INTROGEN THERAPEUTICS
MDA 7 GENE
This Milestone Extension Agreement (the Agreement) is effective as of November 12, 2001, and is by and among: the Trustees of Columbia University in the City of New York, New York (Columbia); Corixa Corporation, 1124 Columbia Street, Suite 200, Seattle, Washington 98104 (Corixa), the successor-in-interest to Chinook Corporation, 1124 Columbia Street, Suite 200, Seattle, Washington 98104 (prior to direct merger into Corixa effective in December, 2000, a wholly owned subsidiary of Corixa, and a successor by merger to GenQuest, Inc.) (Chinook); and Introgen Therapeutics, 301 Congress Avenue, Suite 1850, Austin, Texas 78701 (Introgen).
WHEREAS, by the Amended and Restated Research and License Agreement of July 18, 1997, between Columbia and GenQuest, as amended on March 5, 1999 (the Columbia-Chinook License Agreement), Columbia licensed to GenQuest patents and technology relating to use of the MDA-7 gene in treating disease; and
WHEREAS, by the Executive License Agreement of July 19, 1999, as amended August 8, 2000, Corixa and Chinook licensed those same patents and technology to Introgen (the Chinook-Introgen License Agreement); and
WHEREAS, the Columbia-Chinook License Agreement requires that Chinook or its sub-licensees accomplish by certain dates certain milestones leading to commercial sale; and
WHEREAS, the Chinook-Introgen License Agreement also requires Introgen to accomplish by certain dates certain milestones leading to commercial sale; and
WHEREAS, all parties have agreed to extend, in both License Agreements, the dates for accomplishment of those milestones;
NOW, THEREFORE, it is agreed as follows:
1. Extension of Dates in Columbia-Chinook License Agreement. Paragraphs IIIB (2) through (4), of Appendix IV of the Columbia-Chinook License Agreement are amended to read as follows:
1. Start phase II human clinical studies by January 1, 2003.
2. Start phase III human clinical studies by January 1, 2005.
3. Obtain FDA approval to market a vaccine or other therapeutic product in the United States by January 1, 2008.
2. Extension of Dates in Chinook-Introgen License Agreement. Paragraphs 3.1(d) through (f) of the Chinook-Introgen License Agreement are amended to read as follows:
Event | Date of Accomplishment | |
(d) Start phase II human clinical studies | By January 1, 2003 | |
(e) Start phase III human clinical studies | By January 1, 2005 | |
(f) Obtain FDA approval to market a vaccine or other therapeutic product in the United States | By January 1, 2008 |
3. Introgen Payment to Columbia. In consideration of these amendments, all parties agree that Introgen [***] $[***] for the extension of due diligence dates in the Chinook-Introgen license agreement directly to Columbia at the time of commencement of Introgens Phase III human clinical studies utilizing the MDA-7 genes. The parties agree that the $[***] from Introgen shall be the only consideration of these amendments, and that no further financial consideration shall be required of Corixa. Further, all parties agree that in the event Introgen terminates its MDA-7 research and clinical development program prior to commencing Phase III human clinical studies utilizing the MDA-7 genes, Introgrens $[***] shall be due upon Introgens notices to the parties hereto that Introgen has terminated its MDA-7 research program.
4. No Other Changes. Except as here amended, the Columbia-Chinook License Agreement and Chinook-Introgen License Agreement shall continue in full force and effect in accordance with their terms.
*** | Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions |
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date written above.
THE TRUSTEES OF COLUMBIA UNIVERSITY IN THE CITY OF NEW YORK |
By: | /s/ M.J. Cleare |
Name: | M.J. Cleare |
Title: | Executive Director |
CORIXA CORPORATION |
By: | /s/ Steven Gillis |
Name: | Steven Gillis |
Title: | CEO |
INTROGEN THERAPEUTICS, INC. |
By: | /s/ J. David Enloe |
Name: | J. David Enloe |
Title: | Vice President of Operations |