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EXHIBIT 10.16
Amendment No. 1
to the
Master Strategic Relationship Agreement
between and among
SmithKline Xxxxxxx Corporation, Incyte Pharmaceuticals, Inc
and
diaDexus, LLC
This Amendment, made as of the 15th day of January 1998, by and among
SmithKline Xxxxxxx Corporation, a Pennsylvania corporation with offices at Xxx
Xxxxxxxx Xxxxx, Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000, X.X.X; Incyte Pharmaceuticals,
Inc., a Delaware corporation with offices at 0000 Xxxxxx Xxxxx, Xxxx Xxxx,
Xxxxxxxxxx 00000; and diaDexus, a Delaware limited liability company with
offices at 0000 Xxxxxxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxxxxx 00000;
WITNESSETH:
WHEREAS, Incyte, SB, and diaDexus entered into the Master
Strategic Relationship Agreement dated 2 September 1997; and
WHEREAS, Incyte, SB, and diaDexus desire to amend such Master
Strategic Relationship Agreement;
NOW, THEREFORE, in consideration of the premises and the mutual
covenants herein contained, the parties hereto agree as follows:
1.0 DEFINITIONS
1.1 All initially capitalized words and phrases shall have the same meaning
as in the Master Strategic Relationship Agreement.
2.0 AMENDMENT
2.1 Section 6.1(a)(i) of the Agreement shall be amended to read in its
entirety as follows:
Subject to Section 6.1(c), on Xxxxx 00, 0000, XX shall make a second
contribution to the LLC of cash in an aggregate amount equal to $7
million.
2.2 Section 6.1(b)(i) of the Agreement shall be amended to read in its
entirety as follows:
Subject to Section 6.1(c), on April 15, 1998, Incyte shall make a second
contribution to the LLC of cash in an aggregate amount equal to $2
million.
2.3 Paragraph 10.7(a)(i), two occurrences of "ML" are replaced with "SB".
2.4 Paragraph 10.15 is amended to add the following:
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If to LLC, addressed to:
diaDexus, LLC
0000 Xxxxxxxx Xxxxx
Xxxxx Xxxxx, XX 00000
Attention: Xxxxxxx Xxxxxxx
Vice President, Corporate Development and Assistant Secretary
Tel: (000)-000-0000
Fax: (000)-000-0000
Copy to: Xxxxxxxx Xxxxxxx, Vice President, General Counsel & Secretary
diaDexus, LLC
000 Xxxxxxxx Xxx.
Xxxxx, XX 00000
Tel: (000)-000-0000
Fax: (000)-000-0000
3.0 EFFECT
3.1 The Master Strategic Relationship Agreement is amended as of January 15,
1998 as provided herein in accordance with Paragraph 10.10 thereof.
3.2 All other terms and provisions of the Master Strategic Relationship
Agreement shall be unaffected by this Amendment.
3.3 This Amendment may be executed in one or more counterparts, each of
which shall be an original and all of which shall constitute together
the same document.
IN WITNESS WHEREOF, the parties, through their authorized officers, have
executed this Agreement as of the date first written above.
SmithKline Xxxxxxx Corporation
By: /s/ XXXXXX X. XXXXXX
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Incyte Pharmaceuticals Inc.
By: /s/ XXXXXX XXXXX
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diaDexus, LLC
By: /s/ X. XXXXXXX
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