[ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT,
MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE
SECURITIES EXCHANGE ACT OF 1933, AS AMENDED.
AMENDMENT TO COLLABORATION AGREEMENT
This AMENDMENT TO COLLABORATION AGREEMENT (the “Amendment”) by and between
ONYX PRARMACEUTICAIS, INC. , a California corporation having its principal place of business in
Richmond, California (“Onyx”) and BAYER CORPORATION , an Indiana corporation having its principal
place of business in Pittsburgh, Pennsylvania (“Bayer”), shall be effective as of the date of last execution below.
Each of Bayer and Onyx are sometimes referred to herein as the “Party” or, collectively, as the “Parties”.
WHEREAS , Onyx and Bayer (under the name Miles Inc., the prior name of Bayer) entered into a
Collaboration Agreement, dated April 22, 1994 (the “Collaboration Agreement”); and
WHEREAS , Onyx and Bayer desire to amend and modify the terms of the Collaboration Agreement as set
forth in this Amendment;
NOW, THEREFORE , in consideration of the covenants and promises contained in this Amendment, the
Parties agree as follows:
1. Capitalized terms used in this Amendment but not defined herein shall have the same meanings as defined in the
Agreement, except as modified under the terms of this Amendment. The term “Miles” in the Agreement is
understood to mean Bayer.
2. The Agreement is amended by adding the following additional defined terms to Article 1 “Defined Terms” in
1.51 “Additional Cancer Targets” means specific molecular entities that the JRDC decides to add,
contingent upon written approval by Onyx and Bayer, under the provisions of Section 5.6, to the collaboration
between the Parties as targets for the discovery, research and development of compositions of matter useful for
cancer treatment, as listed on Exhibit E attached hereto.
[ * ] = CERT