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jq1234

09/28/12 10:31 AM

#149581 RE: p3analyze #149579

ONXX get fixed 20% royalty worldwide, but get paid in addition to royalty for US co-promotion.

Onyx will have the right to co-promote regorafenib in the United States with Bayer, and to provide related medical science liaisons, under a
fee-for-service arrangement. If there is a future change of control or acquisition of Onyx, Bayer would have the right to terminate Onyx’s
co-promotion of regorafenib (but could not terminate Onyx’s right to co-promote Nexavar in the U.S.). However, in event of a change of control or
acquisition of Onyx, Onyx or its successor’s right to receive royalties for regorafenib will survive. Development of regorafenib will be managed by
the same joint governance bodies that manage development of Nexavar; however, in the event of disagreement Bayer has the right to make final
decisions for regorafenib.