EXHIBIT 10.44
CHIRON
[LETTERHEAD]
March 26, 1997
Law Department
Novartis Pharma AG
CH-4002 Basel
Switzerland
Gentlemen:
I refer to that certain Agreement dated as of November 27, 1996 (the
"Agreement") between Chiron Corporation and Novartis Pharma AG (the successor
to the pharmaceutical business of Ciba-Geigy Ltd. following its consolidation
with Sandoz AG). We propose to amend the second sentence of Section E3,
entitled "DEBLOCKING", of the Agreement to read in full as follows:
"Each such payment shall be earned by Chiron on a quarter-by-quarter basis
in the year in which it is to be paid (and shall be reimbursable to Ciba if
and to the extent any such payment remains unearned at the effective date
that Chiron's obligations under sections A and D-1 hereof are terminated
pursuant to the following sentence."
If this Amendment correctly reflects our mutual understanding, please sign and
return to me a copy of this letter upon receipt of which, this Amendment shall
be effective as of March 27, 1997, for all purposes. Except as amended hereby,
the Agreement remains in full force and effect. Section 1, entitled
"Miscellaneous" of the Agreement shall apply to this Amendment.
Very truly yours,
CHIRON CORPORATION
/s/ Xxxxxxx X. Xxxxx
By: Xxxxxxx X. Xxxxx
Senior Vice President & General Counsel
Accepted and Agreed:
NOVARTIS PHARMA AG
By: /s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxxxx Xxx
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Title: Head, Executive Committee Title: General Counsel
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