EX-10.20



 Exhibit 10.20 

CONFIDENTIAL TREATMENT REQUESTED UNDER RULE 406 UNDER 

THE SECURITIES ACT OF 1933, AS AMENDED. 

[*****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT 

REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL 

HAS BEEN FILED SEPARATELY WITH THE COMMISSION. 
  

			
	Execution Copy		Confidential

 AMENDMENT NO. 1 

TO 
 LICENSE AND
COMMERCIALIZATION AGREEMENT 
 This AMENDMENT NO. 1 TO LICENSE
AND COMMERCIALIZATION AGREEMENT (“Amendment No. 1”) is made and entered into effective as of June 13, 2007, (the “Amendment No. 1 Date”)
by and between, on the one hand, BIOTIE THERAPIES CORP. (“BioTie”) and, on the other hand, MEDAREX, INC. and GENPHARM INTERNATIONAL,
INC., a wholly owned subsidiary of Medarex, Inc., (together “Medarex”), each being referred to herein as a “Party” and together, the “Parties.” 

Capitalized terms used in this Amendment No. 1 that are not otherwise defined herein shall have the meanings set forth in the Agreement
(as defined below). 
 WHEREAS, Medarex and BioTie entered into a License and Commercialization Agreement dated as of
November 21, 2006 (the “Agreement”); 
 WHEREAS, the Parties desire to amend the Agreement. 

NOW, THEREFORE, the Parties agree as follows: 

 

	1.	Amendment of the Agreement. 

 The Parties hereby agree to amend the terms of the
Agreement effective as of Amendment No. 1 .Date as provided below. 
  

	 	1.1.	New Section 1.1.5. A new Section 1.1.5 is added to Article 1 of the Agreement to read in its entirety as follows: 


“1.1.5 “Antibody” shall mean any VAP-1 Antibody and “Antibodies” shall mean more than one VAP-1 Antibody. For
the avoidance of doubt, each of a Lead Antibody, a Backup Antibody and a Licensed Antibody is a VAP-1 Antibody.” 
  

	 	1.2.	Amendment of Article 2. 

 1.2.1. The last sentence of Section 2.9 is
hereby amended to read in its entirety as follows: 
 “Within thirty (30) days after termination of the Exclusive Commercial
License with respect to the Licensed Antibody and if BioTie does not elect to make a substitution of a Backup Antibody pursuant to the last sentence of Section 2.1.2, unless the Parties agree otherwise in writing, BioTie shall destroy any and
all Antibodies, Antibody Materials, Mice Materials and Products with respect to VAP-1.” 
 1.2.2. A new Section 2.1.5 is
added to Article 2 of the Agreement to read in its entirety as follows: 
 “2.1.5 Subject to the terms and conditions of this Agreement,
Medarex hereby grants to BioTie, a worldwide, exclusive (even as to Medarex), 

  
 MDX – BTT License Amendment
No. 1 









 CONFIDENTIAL TREATMENT REQUESTED UNDER RULE 406 UNDER 

THE SECURITIES ACT OF 1933, AS AMENDED. 

[*****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT 

REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL 

HAS BEEN FILED SEPARATELY WITH THE COMMISSION. 
  

 
non-transferable, non-royalty-bearing license under the Medarex Technology, without the right to sublicense, to use solely for non-commercial internal research purposes, the hybridoma clone
designated 8C10 producing the anti-VAP-1 human monoclonal antibody also designated 8C10 (the “Transferred Clone”) during the term of the Agreement. The Parties acknowledge and agree that (i) the Transferred Clone constitutes
Mice Materials and with respect thereto is subject to the terms of Section 9.2 and the last sentence of Section 2.9(a) and (ii) the license granted under this Section 2.1.5 (a) may not be transferred or sublicensed by BioTie
to any third party; (b) is granted by Medarex [*****] being owed by BioTie to Medarex other than reimbursement by BioTie to Medarex for any costs related to the testing and shipment of the Transferred Clone.” 

 

	2.	Miscellaneous. 

  

	 	2.1.	No Other Changes. Except as expressly provided in this Amendment No. 1, all terms of the Agreement shall remain in full force and effect. 


 

	 	2.2.	Counterparts. This Amendment No. 1 may be executed in two or more counterparts, each of which shall be deemed an original, but both of which together shall constitute one and the same instrument.


 IN WITNESS WHEREOF, the Parties have caused this
Amendment No. 1 to be executed by their respective authorized officers. 
  

									
	MEDAREX, INC.				BIOTIE THERAPIES CORP.
					
	By:		 /s/ James B. Cornett
				By:		 /s/ Timo Veromaa

	Name:		James B. Cornett				Name:		Timo Veromaa
	Title:		VP, Business Development				Title:		President and CEO
				
	GENPHARM INTERNATIONAL, INC.						
					
	By:		 /s/ James B. Cornett
						
	Print Name:		James B. Cornett						
	Title:		VP, Business Development						

 MDX – BTT License Amendment No. 1 

  
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