Exhibit 10.20


 


SIDE LETTER AGREEMENT


 


This Side Letter Agreement (this “Letter
Agreement”) is made as of March 23, 2011, by and between, Kamada Ltd. (“Kamada”), an Israeli corporation
whose principal office is at 7 Sapir St., Science Park, Kiryat Weizmann, Ness Ziona, 74036,
Israel, and Baxter Healthcare Corporation (“Baxter”), a Delaware corporation whose principal office is at One
Baxter Parkway, Deerfield, Illinois 60015, USA. Capitalized terms used but not defined herein shall have the meanings assigned
to them in the Agreements (as hereinafter defined).


 


RECITALS


 


WHEREAS, on
August 23rd, 2010, Baxter and Kamada have entered into that certain Distribution Agreement and License Agreement (the
“Agreements”); and


 


WHEREAS, under
the Agreements it is specified that: “the Non-BLA Party shall not, directly or indirectly, communicate with the FDA or
the Regulatory Authorities of the applicable country regarding any Regulatory Approval or BLA for the A1PI IV Product in such country”;
and


 


WHEREAS, Baxter
is currently designated as the Non-BLA Party; and


 


WHEREAS,
the Parties have agreed that Baxter shall be designated as the IND Party with respect to a separate IND submission to the FDA
for the Phase IV study of Immunogenicity and BAL (which is part of the Post Marketing Requirement and Post Marketing Commitments
of the Glassia® BLA) and all follow-up communication with concern to this study (“IND Filing”).


 


NOW THEREFORE,
in consideration of the foregoing, the Parties agree as follows:


 


		1.	For the purpose of IND Filing, Section 7.2(a) of the License Agreement and Section 11.2(a) of the
Distribution Agreement shall not apply, and Baxter is hereby authorized to directly communicate with the FDA, subject to Baxter’s
compliance with all other provisions of this Letter Agreement.



 


		2.	Baxter shall notify Kamada of all written communication being prepared for submission to the FDA
that is related to the IND Filing.  The notification period will include an estimate of time when the written communication
will be sent to Kamada for review.  Baxter will make every effort to provide Kamada with at least ten (10) calendar days notice
to review the written communication prior to communicating with the FDA.




 



 


	IND Filing - Side Letter Agreement	
        Page 1

         



 






 




    	 



    	 



    

		3.	Baxter shall provide Kamada with copies of all forms of the written
communication related to the IND Filing, which were communicated or filed with the FDA, and a summary of all non-written communication
with the FDA, immediately following such communication, whether initiated by Baxter or by the FDA.



 


		4.	Baxter shall provide Kamada with reasonable written notice prior to any meetings, telephone conferences,
video conferences or other non-written communication between Baxter and the FDA, related to the IND Filing, to allow Kamada the
opportunity to have its representatives actively participate in any such non-written communication.



 


		5.	No variation, modification, amendment, extension or release from any provision hereof shall be
effective unless it is in writing, signed by both Parties and specifically described as an amendment or extension of this Letter
Agreement.



 


		6.	All provisions of the Agreements which are not expressly amended by the terms of this Letter Agreement
shall remain in full force and effect and without change.



 


		7.	This Letter Agreement may be executed in any one or more number of counterpart agreements, each
of which, when executed, shall be deemed to form part of and together constitute this Agreement.



 


 


 


IN WITNESS WHEREOF,
the Parties have caused this Letter Agreement to be executed by their duly authorized representatives the day and year first
above written.


 


 


 


	KAMADA LTD.	
        BAXTER HEALTHCARE CORPORATION

         

	
        By: /s/ David Tsur

        Name: David Tsur

        Title: Chief Executive Officer

         

        By: /s/ Eyal Leibovitz

        Name: Eyal Leibovitz

        Title: Chief Financial Officer

         
	
        By: /s/ Ludwig Hantson

        Name: Ludwig Hantson

        Title: Pres. Bioscience

         

         

	 	 
	 	 


 


 


 


	IND Filing - Side Letter Agreement	
        Page 2