Exhibit 10.2.7
    

    
      

      

      AMENDMENT NO. 6 TO CREDIT AGREEMENT


    

    
      THIS AMENDMENT NO. 6 (this “Amendment”) dated
      as of January 6, 2011 to the CREDIT AGREEMENT (the “Credit
      Agreement”) dated March 12, 2003, as amended by the Amendment
      No. 1 to Credit Agreement dated December 31, 2003 and further amended by
      the Amendment No. 2 to Credit Agreement dated December 31, 2004, and
      further amended by the Amendment No. 3 to Credit Agreement dated March
      26, 2008, and further amended by the Amendment No. 4 to Credit Agreement
      dated June 19, 2009, and further amended by the Amendment No. 5 to
      Credit Agreement dated December 14, 2009 is by and among ARIAD
      Pharmaceuticals, Inc., a Delaware corporation and ARIAD Corporation, a
      Delaware corporation (hereinafter sometimes referred to collectively as
      the “Borrowers”) and RBS Citizens, National
      Association (the "Lender").  All capitalized terms
      not defined herein but defined in the Credit Agreement shall have the
      meanings given to such terms in the Credit Agreement.
    

    
      WHEREAS, the Borrowers and the Lender have agreed to certain
      modifications to the Credit Agreement as set forth herein.
    

    
      NOW, THEREFORE, in consideration of the mutual promises and
      covenants set forth herein, the Borrowers and the Lender hereby agree as
      follows:
    

    
      1.            Increase
      to the Outstanding Principal Amount of the Loan.  The
      Lender and Borrowers hereby confirm that the current outstanding
      principal balance of the Loan as of the date of this Amendment is
      $9,625,000.00.  The Lender hereby agrees to make an advance to the
      Borrowers in the amount of $4,375,000 to increase the outstanding
      principal amount of the Loan to $14,000,000.00.  
    

    
      2.            Amendment
      to Subsection 2.5.  Subsection 2.5 of the Credit Agreement is
      hereby deleted in its entirety and replaced with the following:
    

    
      2.5       Payment of Loan.  The
      Borrowers hereby unconditionally promise to pay to the order of the
      Lender the principal amount of the Loan in twenty installments
      commencing on March 31, 2011, and continuing on the last day of each
      third month thereafter until the Maturity Date as follows:
    

    
    	
           
        	
          
            Date
          

        	
          
            Percentage of Total Principal
Amount of Loan Required
To
            Be Paid
          

        	

        
	

        	

        	

        	
           
        
	

        	
          
            March 31, 2011
          

        	
          
            2.50%
          

        	

        
	

        	
          
            June 30, 2011
          

        	
          
            2.50%
          

        	

        
	

        	
          
            September 30, 2011
          

        	
          
            2.50%
          

        	

        
	

        	
          
            December 31, 2011
          

        	
          
            2.50%
          

        	

        
	

        	
          
            March 31, 2012
          

        	
          
            2.50%
          

        	

        
	

        	
          
            June 30, 2012
          

        	
          
            2.50%
          

        	

        
	

        	
          
            September 30, 2012
          

        	
          
            2.50%
          

        	

        
	

        	
          
            December 31, 2012
          

        	
          
            2.50%
          

        	

        
	

        	
          
            March 31, 2013
          

        	
          
            3.75%
          

        	

        
	

        	
          
            June 30, 2013
          

        	
          
            3.75%
          

        	

        
	

        	
          
            September 30, 2013
          

        	
          
            3.75%
          

        	

        
	

        	
          
            December 31, 2013
          

        	
          
            3.75%
          

        	

        
	

        	
          
            March 31, 2014
          

        	
          
            7.50%
          

        	

        
	

        	
          
            June 30, 2014
          

        	
          
            7.50%
          

        	

        
	

        	
          
            September 30, 2014
          

        	
          
            7.50%
          

        	

        
	

        	
          
            December 31, 2014
          

        	
          
            7.50%
          

        	

        
	

        	
          
            March 31, 2015
          

        	
          
            8.75%
          

        	

        
	

        	
          
            June 30, 2015
          

        	
          
            8.75%
          

        	

        
	

        	
          
            September 30, 2015
          

        	
          
            8.75%
          

        	

        
	

        	
          
            December 31, 2015
          

        	
          
            8.75%
          

        	

        


    

    
      
        

        

      

      
        

        

        
          


        

      

      
        

        

      

    

    

    

    
      The Borrowers hereby further agree to pay interest on the unpaid
      principal balance of the Loan, in arrears, on each Interest Payment
      Date; provided, however, any such interest accruing at the Late Rate
      shall be due and payable on demand.  On the Maturity Date (or such
      earlier date on which the Loan becomes due and payable pursuant to
      subsection 7.1), the entire remaining outstanding balance of the Loan
      (including, without limitation, all unpaid principal, all accrued but
      unpaid interest and all unpaid fees, charges, costs and expenses) shall
      be immediately due and payable in full.
    

    
       3.        Amendment
      to Appendix A to the Credit Agreement.  The text of the
      definition of “Maturity Date” contained in Appendix A of the Credit
      Agreement is hereby deleted in its entirety and replaced with the
      following:
    

    
       “Maturity Date”: December 31, 2015
    

    

    

    
      4.        Credit Extension
      and Amendment Fee.  The Borrowers hereby agree to pay to the
      Lender a Credit Extension and Amendment Fee of $7,500.00 in
      consideration of the Lender entering into this Amendment No. 6 to Credit
      Agreement.
    

    
      5.        No Further
      Amendments.  Except as amended hereby, all other provisions of
      the Credit Agreement shall remain in full force and effect.  After the
      effective date hereof, all references in the Credit Agreement and other
      Financing Documents shall be deemed to refer to the Credit Agreement as
      amended hereby, representing the entire expression of the parties with
      respect to the subject matter hereof on the date this Amendment is
      executed.
    

    
      6.        Ratification of
      Financing Documents.  By signing below, the Borrowers
      ratify and affirm the terms of the Credit Agreement (as amended hereby),
      the Note, the Security Agreements and all other Financing Documents
      executed in connection with any of the foregoing, and confirm and
      represent that each remains in full force and effect and that no default
      or event of default has occurred thereunder (except such defaults or
      events of default as have been waived in writing by the Lender on or
      before the date hereof or such defaults or events of default as the
      Borrowers have requested, in writing prior to the date hereof, the
      Lender to waive).
    

    
      
        

        

      

      
        
          2
        

        
          


        

      

      
        

        

      

    

    

    

    
      7.        Governing Law.  This
      Amendment shall be governed in all respects by the laws of the
      Commonwealth of Massachusetts without regard to any conflicts of laws
      principles.
    

    
      8.        Descriptive
      Headings.  Descriptive headings are for convenience only
      and will not control or affect the meaning or construction of any
      provisions of this Amendment.
    

    
      9.        Counterparts.  This
      Amendment may be executed in any number of identical counterparts, each
      of which will constitute an original but all of which when taken
      together will constitute but one instrument.
    

    
      10.       Severability.  In
      the event one or more of the provisions of this Amendment should, for
      any reason, be held to be invalid, illegal or unenforceable in any
      respect, such invalidity, illegality, or unenforceability shall not
      affect any other provisions of this Amendment, and this Amendment shall
      be construed as if such invalid, illegal or unenforceable provision had
      never been contained herein.
    

    
      WITNESS our hands and seals as of the date set forth above.
    

    
      

      

      

      

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            WITNESS AS TO BORROWERS:
          

        	
           
        	
          
            ARIAD PHARMACEUTICALS, INC.
          

        
	

        	

        	
           
        
	

        	

        	

        	
           
        
	
          
            /s/ Dain K. Waters
          

        	

        	
          
            By:
          

        	
          
            /s/ Edward M. Fitzgerald
          

        
	
          
            Name: Dain K, Waters
          

        	

        	

        	
          
            Name: Edward M. Fitzgerald
          

        
	

        	

        	

        	
          
            Title: Executive Vice President, Chief
          

        
	

        	

        	

        	
          
            Financial Officer
          

        
	

        	

        	

        	
           
        
	

        	

        	

        	
           
        
	

        	

        	
          
            ARIAD CORPORATION
          

        
	

        	

        	
           
        
	

        	

        	

        	
           
        
	

        	

        	
          
            By:
          

        	
          
            /s/ Edward M. Fitzgerald
          

        
	

        	

        	

        	
          
            Name: Edward M. Fitzgerald
          

        
	

        	

        	

        	
          
            Title: Vice President, Chief Financial
          

        
	

        	

        	

        	
          
            Officer
          

        
	

        	

        	

        	
           
        
	

        	

        	

        	
           
        
	
          WITNESS AS TO LENDER:
        	

        	
          RBS CITIZENS, NATIONAL ASSOCIATION
        
	

        	

        	

        	
           
        
	

        	

        	

        	
           
        
	
          
            /s/ William M. Clossey
          

        	

        	
          
            By:
          

        	
          
            /s/ Scott Haskell
          

        
	
          
            Name: William M. Clossey
          

        	

        	

        	
          
            Scott Haskell, Senior Vice President
          

        


    

    
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