Centocor may opt-in to development at an early stage or else is entitled to $30 million in milestone fees.

ImmunoGen has taken over the rights to develop and commercialize a cancer drug using its TAP technology and an antibody created by Centocor. This exclusive license thus supersedes the previous agreement between the companies, where in Centocor was responsible for development of such a product.

Under the terms of the new agreement, ImmunoGen gains the exclusive right to develop and commercialize a compound that combines an integrin-targeting antibody developed by Centocor and ImmunoGen’s maytansinoid TAP technology. ImmunoGen expects to file an IND application for this candidate, IMGN388, in the second quarter of 2008.

Centocor has the right to opt-in on IMGN388 at an agreed-upon stage in early clinical testing. Should Centocor exercise this right, ImmunoGen will receive a fee and will be released from its obligation to pay Centocor any milestone payments or royalties on sales. The two companies would share equally any profits on the sales of the compound in the U.S. ImmunoGen would receive royalties on any international sales.

Should Centocor not exercise this right, ImmunoGen may obtain a new partner for IMGN388, with certain restrictions. Centocor will be entitled to receive milestone payments totaling $30 million. The first payment will only be due upon the completion of a successful Phase III trial. Centocor will also earn royalties on sales.

Both companies will contribute to the costs of developing the compound and share certain third-party expenses.

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