Milestone Payment Deferral Letter Agreement between Merck Sharp & Dohme Corp. and SCYNEXIS, Inc.
This letter agreement between Merck Sharp & Dohme Corp. and SCYNEXIS, Inc. modifies their existing Termination and License Agreement dated May 24, 2013. It defers a milestone payment originally due upon the start of the first Phase II clinical trial, so that no payment is required at that stage. Instead, a revised milestone payment will be due upon the initiation of the first Phase III clinical trial. All other terms of the original agreement remain unchanged.
[*] = Certain information in this document has been excluded as such information is not material and is the type of information that the Company treats as private or confidential.
Exhibit 10.1
December 3, 2014
Greg Fersko
Director, Business Development and Licensing
Merck & Co., Inc.
2000 Galloping Hill Road
Kenilworth, NJ 07033
Re: Deferral of Milestone due under the Termination and License Agreement between Merck Sharp & Dohme Corp (“Merck”) and SCYNEXIS, Inc.
(Scynexis) dated May 24, 2013 (the “Agreement”); Merck Reference
SCYNEXIS LKR143197
Dear Greg,
As we have discussed, Scynexis is seeking deferral of the accrual of the $[*] milestone due under Section 5.1 (a) of the Agreement, such that no amount will be due upon Initiation of the first Phase II Clinical Trial for Product, but under Section 5.1 (b) of the Agreement, $[*] (instead of $[*]) would be due upon Initiation of the first Phase III Clinical Trial for Product.
Except as expressly stated above, all other terms and provisions of the Agreement remain in full force and effect.
We sincerely appreciate the spirit of cooperation and collaboration which Merck demonstrated throughout our collaboration project, and which continues with Merck’s agreement to this deferral.
Sincerely,
/s/ Yves, J. Ribiell
Yves J. Ribeill
President and CEO
The deferral described above is agreed:
By:___/s/ Iain Dukes 12/11/14________
Name:___Iain Dukes________________
Title:___SVP, Research Science_______
