Amendment to Exclusivity Letter Agreement between Unilife Corporation and Amgen Inc. (February 5, 2016)
Unilife Corporation and Amgen Inc. have agreed to amend their previous exclusivity letter agreement dated December 31, 2015. This amendment extends the period during which both parties are exclusively negotiating a potential transaction until 11:59 pm Pacific Time on February 15, 2016, provided that both parties continue to negotiate in good faith. The amendment is confirmed by authorized representatives of both companies.
Exhibit 10.5
February 5, 2016
Amgen Inc.
One Amgen Center Drive
Thousand Oaks CA ###-###-####
Attention: Corporate Secretary
Re: Amendment of Exclusivity Letter
Ladies and Gentlemen:
Unilife Corporation (“Unilife”) and Amgen Inc. (“Amgen” and, together with Unilife, the “Parties”) entered into an exclusivity letter agreement dated December 31, 2015 (the “Exclusivity Letter”). Capitalized terms used but not defined in this letter shall have the meanings assigned to such terms in the Exclusivity Letter.
Pursuant to Section 13 of the Exclusivity Letter, the Parties intend to hereby amend the Exclusivity Letter, and agree that the Exclusivity Period in Section 1(a) of the Exclusivity Letter shall be extended through and to 11:59 pm Pacific Time on Monday, February 15, 2016 so long as the Parties continue to negotiate in good faith a Transaction.
| Very truly yours, | ||
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| UNILIFE CORPORATION | ||
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| By: |
| /s/ John Ryan |
| Name: |
| John Ryan |
| Title: |
| SVP, General Counsel & Secretary |
CONFIRMED AND AGREED TO:
AMGEN INC.
| By: |
| /s/ David Piacquad |
| Name: |
| David Piacquad |
| Title: |
| Sr. Vice President, |
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| Business Development |
