Second Amendment to Genomic Database Collaboration and License Agreement between Gene Logic Inc. and Procter & Gamble Pharmaceuticals, Inc.
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Summary
Gene Logic Inc. and Procter & Gamble Pharmaceuticals, Inc. have agreed to amend their existing Genomic Database Collaboration and License Agreement. The amendment allows P&GP to select additional gene products for a specified fee, adjusts the focus and staffing of the research program, and reduces certain technology access and database fees. The agreement also terminates a specific research program as of June 30, 2000, and clarifies payment schedules. All other terms of the original agreement remain unchanged.
EX-10.65 3 ex10-65.txt SECOND AMENDMENT TO THE LICENSE AGREEMENT 1 CONFIDENTIAL TREATMENT REQUESTED UNDER 17 C.F.R. Sections 200.800(b)(4), 200.83 and 240.24b-2 EXHIBIT 10.65 SECOND AMENDMENT TO THE GENOMIC DATABASE COLLABORATION AND LICENSE AGREEMENT In consideration for the mutual promises, covenants and conditions contained herein, by signing below, GENE LOGIC INC. ("Gene Logic") and PROCTER & GAMBLE PHARMACEUTICALS, INC. ("P&GP") agree to amend the Genomic Database Collaboration and License Agreement, dated as of December 30, 1998, between Gene Logic and P&GP (the "Collaboration Agreement") as follows: 1. All capitalized terms used herein and not defined herein shall have the meanings given such terms in the Collaboration Agreement. 2. Pursuant to Section 2.6, P&GP elects to select [***] Gene Products from the Research Program in [***] as Gene Targets for the consideration of [***] per Gene Product as provided in Section 8.4. [***] of such Gene Products will be identified within 30 days of the date of signature of this amendment, and the remaining [***] Gene Products will be identified within a reasonable time thereafter. P&GP shall pay Gene Logic a total of [***] for such [***] Gene Products selected as Gene Targets by wire transfer prior to June 30, 2000. 3. Pursuant to Section 2.5, P&GP and Gene Logic agree that the Research Program in [***] is terminated as of June 30, 2000. Accordingly, Section 2.1 is amended insofar as collaborative work going forward will be directed towards the [***] Program. Additionally, Section 2.2 is amended to provide that with respect to the portion of the Research Term commencing on July 1, 2000, the research support at Gene Logic shall not be fewer than [***] Scientific FTEs and those Scientific FTEs will be assigned to work in the area of [***]. Consistent with this amendment, pursuant to Section 8.3(a), the Research Plan for the collaboration is hereby amended to reflect the decrease from [***] to [***] FTEs to be supported by P&GP. 4. P&GP and Gene Logic agree that the technology access and database fee under Section 8.2(b) for the period from July 1, 2000 through December 31, 2001, which fee shall be paid on December 30, 2001, shall be reduced to [***]. Nothing herein is intended to modify the amount due under Section 8.2(a), which fee shall be paid on June 30, 2000. 5. Except as expressly amended herein, the Collaboration Agreement remains in full force and effect. The parties hereby agree to the above stated amendment.
[***] CONFIDENTIAL TREATMENT REQUESTED
