SEC Filings

10-K
AUDENTES THERAPEUTICS, INC. filed this Form 10-K on 03/13/2017
Entire Document
 

University of Pennsylvania

Page 2 of 6

 

 

following such request), with records of Licensors manufacturing activities under this Section 2.4 and any other associated Licensed Know-How that is available and required for the manufacture of Licensed Product by the Company, whether GLP or, if applicable, GMP, including manufacturing, production and analytical specifications, processes, methods, protocols, data and test results, batch records, certificates of analysis and correspondence with manufacturing sources (collectively, Manufacturing Know-How).  Any related transfer expenses will be covered by Company, based on a reasonable budget to be approved by Company.

4.

The final sentence in Section 2.2.1 of the Agreement is hereby deleted in its entirety and replaced with the following:

“The JSC shall dissolve upon the completion of the Research Program unless otherwise mutually agreed upon by the Parties.”

5.

A new Section 2.5.5 is hereby added to the Agreement and states the following:

“2.5.5 Payment Reconciliation.  Prior to the expiration or earlier termination of the Research Program, Licensor and Company shall review the payments made by Company to Licensor in connection with the Agreement.  The comprehensive final study report, provided according to the terms in Section 2.5.4 (iii), shall include a budget reconciliation reflecting such reviewed payment amounts.  Any overpayment by Company shall be returned to Company by Licensor within thirty (30) days of Company’s receipt of the final study report.  Any underpayment by Company to Licensor shall be paid by Company within thirty (30) days of Company’s receipt of the final study report.”

6.

This First Amendment and the Agreement contains the entire understanding between the Parties and supersedes any and all prior agreements, understandings and arrangements whether written or oral between the Parties with respect to the matters contained in the Agreement and this First Amendment.  No amendments, changes, modifications or alterations of the terms and conditions of this First Amendment shall be binding upon any Party, unless in writing and signed by an authorized representative of each Party.

7.

All terms and conditions of the Agreement not changed by this First Amendment shall remain in full force and effect.

8.

Signatures on this First Amendment may be communicated by facsimile or e-mail transmission and shall be binding upon the Parties upon receipt by transmitting the same by facsimile or e-mail, which signatures shall be deemed originals.  If executed in counterparts, the Amendment shall be effective as if simultaneously executed.

(Signature page follows.)