Exhibit 10.69


 


AMENDMENT NO. 1 TO LICENSING AGREEMENT


 


THIS AMENDMENT
NO. 1 (the “Amendment”) is entered into as of the 9th day of May, 2000, by and
among GILEAD SCIENCES, INC., a Delaware corporation, NEXSTAR PHARMACEUTICALS,
INC., a Delaware corporation (these two parties collectively referred to herein
as “Gilead”) and EYETECH PHARMACEUTICALS, INC., a Delaware corporation
(hereinafter “EyeTech”), to amend the Licensing Agreement made effective as of
March 31, 2000 (the “Agreement”) by and among Gilead and EyeTech, whereby
Gilead licensed EyeTech to further clinically develop and commercialize
Gilead’s proprietary compound NX 1838. Capitalized terms used and not otherwise
defined herein shall have the meanings given them in the Agreement.


 


RECITALS


 


WHEREAS, the
Parties desire to amend the Agreement to define the term “Proprietary
Information” which was employed but not defined in the Licensing Agreement, and
to set the term of survival for the confidentiality, nondisclosure and nonuse
obligations pertaining to such Proprietary Information.


 


NOW,
THEREFORE, in consideration of the foregoing and the covenants and promises
contained in this Amendment, and the Parties hereby amend the Agreement as
follows:


 


1.               Section
1.1 is hereby amended to insert the following defined term and definition
immediately following the definition for Product Inventory:


 


“Proprietary Information” shall mean, subject to Section 6.3 of the
Agreement, any Know-How, patent applications or other confidential information
of a Party disclosed by such Party to another Party in the course of
negotiating or performing under this Agreement or any other written agreement
between the Parties entered into on or prior to May 9, 2000. Proprietary
Information shall be deemed to include the terms of this Agreement and the
terms of any other written agreement between the Parties entered into on or
prior to May 9, 2000.


 


2.               Section
6.3 is hereby amended to add the following new paragraph to the end of such
section:


 


The obligations of confidentiality, nondisclosure and nonuse contained
in this Section 6.3 shall survive any expiration or termination of this
Agreement for a period of five (5) years.


 


3.               The
Agreement, as amended by this Amendment, shall remain in full force and effect
according to its terms.


 


4.               This
Amendment may be executed in any number of counterparts, each of which shall be
deemed an original, and all of which taken together shall constitute one and
the same instrument.


 

















 


5.               This
Amendment shall be effective as of the date first written above.


 


IN WITNESS
WHEREOF, the parties hereto have duly executed this Amendment effective as of
the date first written above.


 


 


	
  GILEAD
  SCIENCES, INC.

  	
  EYETECH
  PHARMACEUTICALS, INC.

  
	
   

  	
   

  
	
  By:

  	
  /s/ Mark L. Perry

  	
   

  	
  By:

  	
  /s/ David
  Guyer

  
	
   

  	
   

  
	
  Name:  Mark L. Perry

  	
  Name:  David Guyer

  
	
   

  	
   

  
	
  Title:
  Senior Vice President, Operations

  	
  Title: Chief
  Executive Officer

  
	
   

  	
   

  
	
   

  	
   

  
	
  NEXSTAR
  PHARMACEUTICALS, INC.

  	
   

  
	
   

  	
   

  
	
  By:

  	
  /s/ Mark L.
  Perry

  	
   

  	
   

  
	
   

  	
   

  
	
  Name:  Mark L. Perry

  	
   

  
	
   

  	
   

  
	
  Title: Chief
  Financial Officer