Biotech Values

[DewDiligence]

Re: Indemnification against liabilities from Copaxone patent litigation

A question that comes up from time to time is whether MNTA incurs any risk of damages arising from the Copaxone patent litigation. The answer is no because NVS has indemnified MNTA against such liabilities. Here’s the relevant citation from page 14 of the MOU between NVS and MNTA on 7/25/06 (exhibit 10.3 to MNTA’s 2Q06 10-Q report):

http://sec.gov/Archives/edgar/data/1235010/000110465906072600/a06-21723_1ex10d3.htm

Sandoz shall indemnify Momenta (and the Momenta Indemnified Parties, as defined in the US-ENOX Agreement) against all losses, costs, damages, judgments, settlements or other expenses (including all reasonable attorneys’ fees, experts’ or consultants’ fees, expenses and costs) (“Liabilities”) awarded to a Third Party or awarded to a Third Party against any Momenta Indemnified Party, or that may be incurred or paid by any Momenta Indemnified Party in the defense or compromise of legal or equitable claims asserted by a Third Party, resulting from (i) patent litigation related to the Product(s), (ii) Third Party claims arising out of activities related to the Products, (iii) property damage or personal injury (including death), or other product liability, relating to the Products, and (iv) breach of Sandoz’s representations, warranties, covenants, obligations or agreements.

In other words, this is one thing MNTA investors do not need to worry about.