RNAi Litigation

Specifically, Tekmira and Protiva expressly agreed to “waive all prohibitions and restrictions upon… each former Tekmira employee who is subject to the provisions of an Employment Agreement arising out of, under, or in connection with their former employment by Tekmira, to the extent that any activities of such former Tekmira employees are carried out pursuant to the Research Program, the Consulting Agreements or in connection with the performance of obligations or the exercise of rights under this Supplement Agreement.”

Tekmira and Protiva also convenanted “not to sue Alnylam, UBC, or AlCana or any of the former Tekmira employees employed by AlCana or UBC, for any cause of action relating to such activities that arises out of, under or inconnection with the former employment by Tekmira of such former Tekmira employees.”

The Research Plan provided to Tekmira with the Supplemental Agreement contemplated a comprehensive research program designed to develop novel lipids. Nothing in the Supplemental Agreement suggested any limits on the right to experiment with M-series lipids (other than MC2) that were outside the scope of the lipids that had been developed by the AlCana Employees when they previously worked at Tekmira.

Finally, the parties to the Supplemental Agreement agreed that “the courts of British Columbia shall have exclusive jurisdiction over the interpretation and enforcement” of the agreement.

PART 4 will follow. JL

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