Letter from University of Michigan Clarifying License Agreement with OncoMed Pharmaceuticals, Inc.
The University of Michigan sent this letter to OncoMed Pharmaceuticals, Inc. to clarify that its license agreement with OncoMed does not grant any rights to intellectual property owned by the Howard Hughes Medical Institute (HHMI). The letter confirms that HHMI's approval was not required for the license, and that HHMI will not receive any shares or royalties from OncoMed under this agreement. This clarification addresses concerns raised by potential investors regarding HHMI's involvement.
Exhibit 10.4(H)
September 4, 2008
Martin H. Goldstein
SVP, Corporate Development
OncoMed Pharmaceuticals, Inc.
800 Chesapeake Drive
Redwood City, CA 94063-4748
RE: License Agreement with OncoMed Pharmaceuticals (UM 1819)
Dear Mr. Goldstein:
From our recent conversations, we understand that potential investors in OncoMed Pharmaceuticals, Inc. (“Onco”) have raised questions regarding the references to Howard Hughes Medical Institute (“HHMI”) in the August 5, 2001 License Agreement between University of Michigan (“UM”) and Cancer Stem Cell Genomics, Inc. (the predecessor in interest of Onco), as amended (the “License”). As previously indicated by telephone, UM confirms:
| 1. | No rights to intellectual property owned or controlled by HHMI are conveyed pursuant to the License. |
| 2. | Without limiting the foregoing, no rights to “Subject Property”, as that term is defined in a certain Collaboration Agreement between UM and HHMI dated August 15, 2000, are conveyed pursuant to the License and, as a result, HHMI approval of the License was not required. |
| 3. | Notwithstanding Section 4.7.1.6 of the License, no shares of Onco stock due UM pursuant to the License have been, or are required to be, transferred to HHMI nor will HHMI receive any portion of royalties paid by Onco under the License. |
Please feel free to call me if you have any further questions.
Sincerely,
/s/ Robin L. Rasor
Robin L. Rasor
Director of Licensing
