[ * ] = CERTAINCONFIDENTIALINFORMATIONCONTAINEDINTHISDOCUMENT,MARKEDBYBRACKETS,HASBEENOMITTEDANDFILEDSEPARATELYWITHTHE SECURITIESAND EXCHANGE COMMISSIONPURSUANTTO RULE 24B-2OFTHE SECURITIES EXCHANGE ACTOF 1934,ASAMENDED.
Exhibit 10.45
October 19, 2004
Chris Penland, Ph.D.
Cystic Fibrosis Foundation Therapeutics, Inc.
6931 Arlington Road
Bethesda, MD 20814
Dear Dr. Penland:
The purpose of this Letter Agreement is to amend the Study Funding Agreement, dated June 17, 2003, as amended, between the undersigned parties (the “Agreement”). By signing below, the undersigned parties agree as follows:
| 1. | In Section 8.1(c) of the Agreement,[ * ]shall be replaced with[ * ]. |
| 2. | CFFT’s obligation to make the[ * ]under Exhibit B of the Agreement for[ * ] is hereby waived. |
| 3. | CFFT shall pay Hollis-Eden[ * ], which payment shall be made within thirty (30) days. |
| 4. | Within[ * ], the parties shall mutually agree in writing to: |
| a. | a revised Work Plan under Section 2.2 of the Agreement, and |
| b. | a revised Exhibit B which shall reflect the revised Work Plan. |
| 5. | The revised Exhibit B shall become part of this Agreement. |
All other terms and provisions of the Agreement shall remain unchanged and are in full force and effect.
HOLLIS-EDEN PHARMACEUTICALS, INC. | ||
By: | /s/ E. Loumeau | |
Eric J. Loumeau Vice President, General Counsel | ||
| Agreed to and Acknowledged by: | ||
| CYSTIC FIBROSIS FOUNDATION THERAPEUTICS, INC. | ||
| By: | /s/ R. Beall | |
Robert J. Beall, Ph.D. President and CEO | ||
