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EXHIBIT 10.10
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This is an Exhibit to the Form 20-F of Sinovac Biotech Ltd.
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Attached find the following materials:
Cooperation Agreement on the Research and Development of Avian Flu Vaccine
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for Human Use entered into between the Company and
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the Center for Disease Control & Prevention of China, effective
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December 15, 2004
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(Translation)
Cooperation Agreement on the research and development
of avian flu vaccine for human use between
Sinovac Biotech Co. Ltd and the
Center for Disease Control & Prevention of China
Article I: Purpose of cooperation and name of Project
The research and development of avian flu vaccine for human use is an important
component of China's flu prevention and cure system. Incorporating the research
and development of the vaccine into the total framework of China's disease
control and prevention will help increase the efficiency of its performance. In
order to complement each other with their own resources, and to successfully
produce an avian flu vaccine for human use in the shortest possible time to meet
the state's needs in the prevention and cure of the flu, Sinovac Biotech Co. Ltd
(Sinovac) and the Center for Disease Control and Prevention of China (CDC),
through friendly consultations, have agreed to cooperate with each other in the
research and development of the avian flu vaccine for human use.
Article II: The Cooperating Parties
Sinovac Biotech Co. Ltd is a Company that specializes in the research,
development, production and sale of vaccines for human use. Its mission is to
provide vaccines for human beings to eliminate diseases. Since its inception,
the Company has successfully developed the hepatitis A vaccine inactivated; the
combined vaccine for hepatitis A and B; the flu splitting vaccine and the SARS
vaccine inactivated, etc. It has rich experience in the research and development
of vaccines as well as a team of professional technicians.
The Center for Disease Control and Prevention of China is a Government public
service agency responsible for the implementation of national disease control
and prevention, as well as the management of public health services and
technology. Its mission is to create a healthy environment, maintain social
stability, safeguard the security of the state and to promote the health of the
people through the prevention and control of diseases, deformities and
impairments. Its aim is to rely on scientific research based on the ability of
its personnel, concentrating on disease control.
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Article III. Research & Division of Duties
1. CDC will monitor and assess all future flu information and will embark on
sustained study of molecular epidemiology on prevalent virus strains to
promptly identify the strains that may lead to the flu epidemic.
2. CDC will guide the planning of the research and development of the avian
flu vaccine for human use and will participate in its research and
development and the design of its production technology.
3. Sinovac will use its established research and production technology in
vaccines for human use to research and develop the avian flu vaccine for
human use, and will be responsible for the reporting and production of
the vaccine.
4. CDC will undertake the genome analysis of virus strains and the antigen
analysis, and will monitor the effects of immunity protection during the
course of the research and development of the vaccine. It will also
provide technical guidance and requirements in the areas of vaccine use,
vaccine storage and assessment of the effects of the vaccine.
Article IV: International Cooperation
Under the unified organization and guidance of CDC, this Project will seek wide
international cooperation and will engage in exchanges with international
bodies. Sinovac will be responsible for international cooperation regarding
technological property rights and the signing of relevant documents.
Article V: Form of Cooperation
Sinovac and CDC will jointly form a key task team for the Project. If necessary,
a corresponding organization will be set up to complete the research of the
avian flu vaccine for human use and other related projects.
Sinovac and CDC will each have one person specially assigned for the
organization and implementation of the Project. The two Parties will exchange
technicians according to the needs of the research. Each side will also provide
proper research environment in their respective laboratories.
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Article VI: Funding for the Research
1. Sinovac will be responsible for funding the research and development of
the avian flu vaccine for human use, including the introduction of virus
strains; patent application and the payment of fees; the examination and
determination of vaccines and the costs of allocating research, etc.
2. CDC will be responsible for funding the study of avian flu epidemiology
among humans; molecular epidemiology and other related researches.
3. The two Parties may jointly use this Project to apply for research funds
with the appropriate Government Departments, to be used on the Project
and other related purposes.
Article VII: Ownership and sharing of technical results
1. The two Parties agree that the application for new drug certificate;
production documents; patent and specialized technology for the avian flu
vaccine for human use will be made in Sinovac's name and will remain the
properties of Sinovac.
2. When the products of avian flu vaccine for human use yield economic
benefits, Sinovac will provide funds gratis to CDC to support its work in
the investigation of flu epidemic in China and the formulation and
implementation of prevention and cure planning.
3. The two Parties will jointly apply and complete all applications for
awards with the state based on the results of the scientific research of
avian flu vaccine for human use. Any such award or honour will be jointly
owned by both Parties.
4. During the entire course of the two Parties working together to develop
the avian flu vaccine for human use, the publication of any relevant
research results in domestic or foreign academic journals must first have
the approval of both sides. The signature for the results shall be in
accordance with the work performed and the amount of contribution by each
Party.
Article VIII: Confidentiality
The two Parties undertake to maintain strict confidentiality regarding the
specialized technology and related information for the research and manufacture
of the vaccine. Any information disclosed to the public, including news,
treatises, etc must be approved by both Parties.
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(no text proper on this page)
Sinovac Biotech Co. Ltd (seal) [content of seal unclear]
Representative: Yin Weidong [signature]
Date: 2004.11.29
Center for Disease Control & Prevention of China (seal)
[Seal of Center for Disease Control & Prevention of China]
Representative: [Signature. Characters illegible.]
Date: 2004.12.15
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Translator's Declaration:
I, Miguel Tu, Certified Translator and Member in good standing of the Society of
Translators and Interpreters of British Columbia, attest that, to the best of my
knowledge and belief, the document above is a true and accurate English
translation of a document in the Chinese language that appears to be a
[Cooperation Agreement between Sinovac and CDC].
Signed: /s/ Miguel Tu Date: December 28, 2004
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Miguel Tu
Certified Translator. STIBC Membership No. 04-10-0685 Tel: 604-728-6181
Attorney General Accredited & STIBC Certified Court Interpreter
Member of Canadian Translators, Terminologists & Interpreters Council
End of Exhibit 10.10
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