AMENDMENT NO. 1 TO AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • March 8th, 2010 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances
THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED LICENSE AGREEMENT (the “Amendment”) is made and entered into effective as of December 19, 2009 (the “Amendment No. 1 Effective Date”), by and between ONCOGENEX TECHNOLOGIES INC., having offices at #400 — 1001 West Broadway, Vancouver, B.C. V6H 4B1 (“OncoGenex”), and ISIS PHARMACEUTICALS, INC., having principal offices at 1896 Rutherford Road, Carlsbad CA 92008-7208 (“Isis”). OncoGenex and Isis each may be referred to herein individually as a “Party,” or collectively as the “Parties.”
Re: Letter Agreement Regarding Certain Sublicense Consideration for OGX-011 Dear Scott, In connection with the transaction OncoGenex Technologies Inc. (“OncoGenex”) intends to consummate with Teva Pharmaceuticals Industries, Ltd. (“Teva”) involving...Oncogenex Pharmaceuticals, Inc. • March 8th, 2010 • In vitro & in vivo diagnostic substances
This letter serves to confirm that if the entire sum of such $30 million has not been spent by OncoGenex on such OGX-011 research and development activities by the third anniversary of the date the Sublicense Agreement is executed by Teva and OncoGenex, then, within 15 days thereafter, OncoGenex will pay Isis an amount equal to 30% of any un-spent portion of such $30 million minus $3.5 million. For the avoidance of doubt, if, after calculating any payment to Isis in the immediately preceding sentence the result is an amount that is less than zero, Isis will have no obligation to return any funds previously paid by OncoGenex to Isis related to such $30 million.
THIRD AMENDING AGREEMENTThird Amending Agreement • March 8th, 2010 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances
THE UNIVERSITY OF BRITISH COLUMBIA, a corporation continued under the University Act of British Columbia and having its Industry Liaison offices at #103 — 6190 Agronomy Road, Vancouver, British Columbia, V6T 1Z3
COLLABORATION AND LICENSE AGREEMENT by and between ONCOGENEX TECHNOLOGIES INC. and TEVA PHARMACEUTICAL INDUSTRIES LTD.Stock Purchase Agreement • March 8th, 2010 • Oncogenex Pharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • New York
THIS COLLABORATION AND LICENSE AGREEMENT (the “Agreement”) is made as of December 20, 2009 (“Effective Date”), by and between ONCOGENEX TECHNOLOGIES INC., a corporation incorporated under the laws of Canada and having its principal office at 400 — 1001 West Broadway, Vancouver, British Columbia, Canada V6H 4B1 (“OGX”), and TEVA PHARMACEUTICAL INDUSTRIES LTD., a limited liability company organized and existing under the laws of Israel and having its principal office at Petah Tiqva 49131, Israel (“Teva”).
