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EXHIBIT 10.29A
AMENDMENT NO. 2
TO COLLABORATIVE RESEARCH AGREEMENT
This Amendment No. 2 to the Collaborative Research Agreement (the
"Amendment No. 2"), effective as of January 28, 1999 (the "Amendment No. 2
Effective Date"), is made by and between Abgenix, Inc., a Delaware corporation
having its principal place of business at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇
▇▇▇▇▇ ("ABX") and Schering-Plough Research Institute, a Delaware corporation
having its principal place of business at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇,
▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ("SPRI") and amends that certain Collaborative Research
Agreement, effective as of January 28, 1998, and made by and between ABX and
SPRI (the "Agreement"), as amended by Amendment No. 1 to the Agreement,
effective as of August 25, 1998.
WHEREAS, SPRI and ABX are interested in continuing to conduct the
Research under the Agreement and, accordingly, wish to amend the Agreement to
extend the Research period and the Option Period;
NOW, THEREFORE, in consideration of the mutual promises contained in
this Amendment, the parties agree as follows:
1. All terms with initial capitals that are used herein and that are not
specifically defined herein shall have the defined meanings set forth in the
Agreement.
2. The Effective Date of this Amendment No. 2 is January 28, 1999.
3. The first sentence of Section 3 of the Agreement is amended to read
in its entirety as follows:
During the period commencing on the Effective Date and ending on the
earlier of (i) February 12, 1999 or (ii) termination of this Agreement
(the "Option Period"), SPRI, through a corporate affiliate, shall have
the exclusive option to enter into a written definitive agreement
("Research, Option and License Agreement") that will provide for the
additional research described in Exhibit B and an option to acquire a
worldwide, exclusive (even as to ABX) license, including the right to
sublicense, to develop, make, have made, use, export and import
hybridoma cells or other cells derived from XenoMouse animals under this
Agreement in order to develop, make, have made, use, sell, offer for
sale, export and import Antibodies to [*] generated under this
Agreement upon mutually agreeable terms and conditions to be set forth
in the Research, Option and License Agreement.
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* Certain information on this page has been omitted and filed separately with
the Commission. Confidential treatment has been requested with respect to the
omitted portions.
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4. The first sentence of Section 6.1 of the Agreement is amended to read
in its entirety as follows:
Subject to the next sentence, this Agreement shall commence on the
Effective Date and, unless earlier terminated by mutual agreement of the
parties, shall continue in effect until February 12, 1999.
5. Except as specifically modified or amended hereby, the Agreement
shall remain in full force and effect and, as modified or amended, is hereby
ratified, confirmed, and approved.
IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed by their respective duly authorized officers as of the day and year
first above written.
ABGENIX, INC. SCHERING-PLOUGH RESEARCH INSTITUTE
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Printed Printed
Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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VP, Finance and Executive Vice President,
Title: Chief Financial Officer Title: Discovery Research
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