Exhibit 10.1
AMENDMENT NO. 3 TO THE
COLLABORATION AND LICENSE AGREEMENT
This Amendment No. 3 to the Collaboration Agreement (this “Amendment”) is effective as of the 18th day of May, 2023 (the “Amendment Effective Date”) by and between Amgen Inc., a Delaware corporation having an address at One Amgen Center Drive, Thousand Oaks, California 91320 (“Amgen”) and CytomX Therapeutics, Inc., a Delaware corporation having an address at 151 Oyster Point Blvd., Suite 400, South San Francisco, California 94080 (“CytomX”). Amgen and CytomX are each hereafter referred to individually as a “Party” and together as the “Parties”.
WHEREAS, Amgen and CytomX entered into that certain Collaboration and License Agreement, dated as of September 29, 2017, as amended on the 29th day of September, 2020 and further amended on the 27th day of October, 2021 (collectively, the “Collaboration Agreement”); and
WHEREAS, Amgen and CytomX wish to amend certain additional terms of the Collaboration Agreement as further provided herein; and
NOW, THEREFORE, in consideration of the mutual promises and covenants hereinafter set forth, the Parties agree to amend the Collaboration Agreement as follows. Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings ascribed to such terms in the Collaboration Agreement.
PART 1 - AMENDMENTS TO CERTAIN TERMS
“4.4.1 Amgen shall have the right to elect to select (a) one (1) additional Target (the “First Additional Amgen Target”) by nominating such additional Target at any time prior to [***] (the “First Additional Amgen Target Selection Date”) for inclusion under this Agreement, subject to Section 4.4.2 and (b) a second (2nd) additional Target (the “Second Additional Amgen Target” and, together with the First Additional Amgen Target, the “Additional Amgen Targets”) by nominating such additional Target at any time prior to [***] (the “Second Additional Amgen Target Selection Date” and, together with the First Additional Amgen Target Selection Date, the “Selection Dates”) for inclusion under this Agreement, subject to Section 4.4.2 (collectively, the “Amgen Expansion Option”).”
PART 2 – REFERENCE TO AND EFFECT ON THE COLLABORATION AGREEMENT
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PART 3 – MISCELLANEOUS
[Signature page follows]
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IN WITNESS THEREOF, duly authorized representatives of the Parties hereto have executed this Amendment No. 3 as of the date first set forth above.
AMGEN INC.
By: /s/ Angela Coxon
Name: Angela Coxon
Title: VP, Research
CYTOMX THERAPEUTICS, INC.
By: /s/ Lloyd Rowland
Name: Lloyd Rowland
Title: Sr. V.P., General Counsel