CONFIDENTIAL TREATMENT REQUEST
*Portions denoted with an asterisk have been omitted and filed separately with the Securities and Exchange
Commission pursuant to a request for confidential treatment.
AMENDED & RESTATED LICENSE AGREEMENT
THIS AMENDED AND RESTATED LICENSE AGREEMENT is entered into by and between
SuperGen, Inc., a Delaware corporation having its principal place of business at 4140 Dublin Blvd., Suite 200,
Dublin, California 94568 (“SuperGen”) and MGI PHARMA, INC., a Minnesota corporation having its principal
place of business at 5775 West Old Shakopee Road, Suite 100, Bloomington, MN 55437-3174 (“MGI”).
SuperGen and MGI are sometimes referred to herein, individually, as a “ Party ” and, collectively, as the “
A. Following the execution of the original license agreement, the Parties determined to make certain
modifications thereto, as set forth below.
B. SuperGen has acquired and is developing a compound known as decitabine for the treatment of
myelodysplastic syndrome (“ MDS ”).
C. SuperGen has filed certain patent applications, and has obtained and/or developed certain
know-how and data, concerning products containing a compound known as decitabine and desires to license
such patents, patent applications, know-how, and data to a pharmaceutical company that will develop, market
and commercialize such products worldwide, including for treating MDS and other potential indications.
D. MGI is in the business of developing and commercializing pharmaceutical products, including
oncology pharmaceutical products that meet unmet medical needs, and MGI desires to so develop, market and
commercialize pharmaceutical products containing decitabine.
E. SuperGen is willing to grant to MGI, and MGI desires to obtain, an exclusive licen