Common use of Periodic Reports Clause in Contracts

Periodic Reports. Within thirty (30) days after the end of each Calendar Quarter commencing from the earlier of (a) the First Commercial Sale of a Licensed Product; or (b) the grant of a Sublicense or receipt of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products sold, (ii) gross amounts received for all such sales, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information as may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the Commission.

Periodic Reports. Furnish to the Lender: (a) Within ninety (90) calendar days after the end of each Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the Borrower and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by independent certified public accountants selected by the Borrower and reasonably satisfactory to the Lender, showing the financial condition of the Borrower and its Subsidiaries at the close of such Fiscal Year and the results of operations of the Borrower and its Subsidiaries during such Fiscal Year; (b) Within thirty (30) calendar days after the end of each calendar month (forty-five (45) calendar days in the case of the end of a fiscal quarter), consolidated and consolidating unaudited balance sheets, statements of income and statements of cash flows of the Borrower and its Subsidiaries, in each case with supporting schedules thereto, prepared by the Borrower and certified by the Borrower’s Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, such balance sheets to be as of the close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments; (c) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a) and 5.04(b) above, a certificate on behalf of the Borrower (signed by the Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer of the Borrower), certifying that he has examined the provisions of this Agreement and that, to the best of his knowledge, no Default or Event of Default (including, without limitation, under Sections 6.16 and 6.17 below, as demonstrated by detailed calculations included in such certificate) has occurred and/or is continuing; (d) On or prior to the fifth (5th) Business Day of each calendar month, a detailed calculation of the Borrowing Base as of the end of the immediately preceding calendar month, in form and substance, and with supporting documentation (including, without limitation, receivables and payables agings as of the close of the immediately preceding calendar month) as may reasonably be required by the Lender; and, on or prior to the twentieth (20th) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of a date not earlier than the fifteenth (15th) calendar day of such calendar month, with supporting documentation as aforesaid; (e) As soon as approved by the Borrower’s Board of Directors (but in any event not later than thirty (30) days after the end beginning of each Calendar Quarter commencing Fiscal Year), a budget and operating plan (on a quarter-by-quarter basis) for such Fiscal Year, in such detail as may reasonably be required by the Lender; (f) As and when distributed to the Borrower’s shareholders, copies of all proxy materials, reports and other information which the Borrower provides to its shareholders; and as and when distributed to any other holders of Indebtedness of the Borrower or the Subsidiaries, copies of all reports, statements and other information provided to such lenders; and (g) Promptly, from time to time, such other information (including, without limitation, receivables and payables agings, and sales reports) regarding the Borrower’s or any Subsidiary’s operations, assets, business, affairs and financial condition, as the Lender may reasonably request. To the extent that the financial statements required by Sections 5.04(a) and 5.04(b) are contained in any SEC Reports filed by the Borrower within the required time period hereunder for the delivery of such financial statements, then the Borrower shall be deemed to have complied with the subject financial statement delivery by notifying the Lender of the filing of the subject SEC Report. To the extent that any report or other delivery required under this Section 5.04 or elsewhere in this Agreement will, at the time of anticipated delivery to the Lender, contain any material non-public information, the Borrower will notify the Lender thereof as promptly as practicable prior to the delivery of such report (but without disclosing the specific items of material non-public information or the nature thereof), and if so requested by the Lender prior to the required date of the information delivery hereunder, the Borrower shall (x) if reasonably practicable, redact such material non-public information from the subject report prior to the delivery thereof to the Lender, or (y) defer delivery of such report until such time as the Borrower has made public disclosure of the subject material information or the Lender has affirmatively requested delivery of such report. Absent timely request by the Lender as aforesaid, the Borrower shall make the required delivery to the Lender on a timely basis; provided, that the Lender shall keep such material non-public information confidential in accordance with Section 9.13 below, and shall refrain from trading in the Common Stock until the earlier of (a) the First Commercial Sale of a Licensed Product; or (b) the grant of a Sublicense or receipt of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following such time as such information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products sold, (ii) gross amounts received for all such sales, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable ceases to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) material or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition 48 hours after such information has become generally available to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information as may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the Commissionpublic.

Periodic Reports. Furnish to the Lender: (a) Within thirty ninety (3090) calendar days after the end of each Calendar Quarter commencing from Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of each Borrower and its Subsidiaries, together with footnotes and supporting schedules thereto, audited and certified (as to the earlier consolidated statements) by independent certified public accountants selected by the Borrower and reasonably acceptable to the Lender (with the form of (a) audit certification to be without qualification as a going concern and otherwise reasonably satisfactory to the First Commercial Sale Lender), showing the financial condition of a Licensed Product; or each Borrower and its Subsidiaries at the close of such Fiscal Year and the results of operations of each Borrower and its Subsidiaries during such Fiscal Year; (b) Within thirty (30) calendar days after the grant end of a Sublicense or receipt of Sublicense Revenueeach calendar month, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number unaudited consolidated and consolidating balance sheets, statements of units income and statements of Licensed Product sold cash flows of each Borrower and its Subsidiaries, together with supporting schedules thereto, prepared by FBIOeach Borrower and certified by its Chairman, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunderPresident, including a breakdown Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, such balance sheets to be as of the number close of such calendar month and type such statements of Licensed Products soldincome and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments, and (ii) gross amounts operating cash flow statements for each of TCI and PSB, in form reasonably satisfactory to the Lender and prepared and certified as aforesaid, setting forth each Borrower’s revenues received for in cash during such month and its expenses paid in cash during such month; (c) Concurrently with the delivery of each of the financial statements required by Sections 5.03(a) and 5.03(b) above, a certificate on behalf of each Borrower (signed by its Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer), certifying that he has examined the provisions of this Agreement and that no Default or Event of Default has occurred and/or is continuing; (d) As and when distributed to the holders of equity interests in the Borrower or EVCI, copies of all such salesproxy materials, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties reports and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in other information which the sales were madeBorrower provides to its stockholders; and as and when distributed to any other lenders for borrowed money to EVCI, including any Borrower or any Subsidiaries, copies of all reports, statements and other information provided by the computations for any applicable currency conversions pursuant Borrower to Section 5.9such lenders; and (e) Promptly, (viii) all other data enabling the Sublicense Revenue payable from time to be calculated accurately and (ix) a summary of progress against each commercial Milestonetime, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information as may be reasonably requested by Cephalon(including, without limitation, receivables and payables agings, and shall otherwise cooperate with Cephalon sales reports) regarding either Borrower’s or any Subsidiary’s operations, assets, business, affairs and financial condition, as the Lender may reasonably necessary, to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the Commissionrequest.

Periodic Reports. Furnish to the Lender: (a) Within ninety (90) calendar days after the end of each Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the Borrower and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by independent certified public accountants selected by the Borrower and reasonably satisfactory to the Lender, showing the financial condition of the Borrower and its Subsidiaries at the close of such Fiscal Year and the results of operations of the Borrower and its Subsidiaries during such Fiscal Year; (b) Within thirty (30) calendar days after the end of each calendar month (forty-five (45) calendar days in the case of the end of a fiscal quarter), consolidated (and, if specifically requested by the Lender reasonably in advance, consolidating) unaudited balance sheets, statements of income and statements of cash flows of the Borrower and its Subsidiaries, together with supporting schedules thereto, prepared by the Borrower and certified by the Borrower’s Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, such balance sheets to be as of the close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments; (c) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a) and 5.04(b) above, a certificate on behalf of the Borrower (signed by the Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer of the Borrower), certifying that he has examined the provisions of this Agreement and that no Default or Event of Default has occurred and/or is continuing; (d) On or prior to (i) the tenth (10th) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of a date not earlier than the first (1st) day of such calendar month, and (ii) the twenty-fifth (25th) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of a date not earlier than the fifteenth (15th) calendar day of such calendar month, in each case in form and substance, and with supporting documentation; (including, without limitation, receivables and payables agings as of the close of the immediately preceding calendar month) as may reasonably be required by the Lender; (e) As soon as approved by the Borrower’s Board of Directors (but in any event not later than thirty (30) days after the end beginning of each Calendar Quarter commencing from Fiscal Year), a budget and operating plan (on a month-by-month basis) for such Fiscal Year, in such detail as may reasonably be required by the earlier Lender; (f) As and when distributed to the Borrower’s stockholders, copies of (a) all proxy materials, reports and other information which the First Commercial Sale Borrower provides to its stockholders; and as and when distributed to any other holders of a Licensed Product; or (b) the grant of a Sublicense or receipt of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown Indebtedness of the number Borrower or the Subsidiaries, copies of all reports, statements and type of Licensed Products sold, (ii) gross amounts received for all such sales, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) or (b), above, have occurred, Periodic Reports shall be information provided to Cephalon whether or not royaltiessuch lenders; and (g) Promptly, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition from time to the foregoingtime, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information (including, without limitation, receivables and payables agings, and sales reports) regarding the Borrower’s or any Subsidiary’s operations, assets, business, affairs and financial condition, as the Lender may reasonably request. To the extent that the financial statements required by Sections 5.04(a) and 5.04(b) are contained in any SEC Reports filed by the Borrower within the required time period hereunder for the delivery of such financial statements, then the Borrower shall be reasonably deemed to have complied with the subject financial statement delivery by notifying the Lender of the filing of the subject SEC Report. To the extent that any report or other delivery required under this Section 5.04 or elsewhere in this Agreement will, at the time of anticipated delivery to the Lender, contain any material non-public information, the Borrower will notify the Lender thereof as promptly as practicable prior to the delivery of such report (but without disclosing the specific items of material non-public information or the nature thereof), and if so requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, the Lender prior to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification required date of the calculation information delivery hereunder, the Borrower shall (x) if reasonably practicable, redact such material non-public information from the subject report prior to the delivery thereof to the Lender, or (y) defer delivery of amounts due such report until such time as the Borrower has made public disclosure of the subject material information or the Lender has affirmatively requested delivery of such report. Absent timely request by the Lender as aforesaid, the Borrower shall make the required delivery to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionLender on a timely basis.

Periodic Reports. Furnish to the Lender: (a) Within thirty ninety (3090) calendar days after the end of each Calendar Quarter commencing from Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the earlier Borrower and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by independent certified public accountants selected by the Borrower and reasonably satisfactory to the Lender, showing the financial condition of (a) the First Commercial Sale Borrower and its Subsidiaries at the close of a Licensed Product; or such Fiscal Year and the results of operations of the Borrower and its Subsidiaries during such Fiscal Year; (b) Within thirty (30) calendar days after the grant end of each calendar month (forty-five (45) calendar days in the case of the end of a Sublicense fiscal quarter), consolidated (and, if specifically requested by the Lender reasonably in advance, but not more frequently than quarterly, consolidating) unaudited balance sheets, statements of income and statements of cash flows of the Borrower and its Subsidiaries, together with supporting schedules thereto, prepared by the Borrower and certified by the Borrower’s Chairman, President, Chief Executive Officer, Chief Financial Officer or receipt Chief Accounting Officer, such balance sheets to be as of Sublicense Revenuethe close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, FBIO shall furnish Cephalon together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments; (c) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a) and 5.04(b) above, a quarterly certificate on behalf of the Borrower (signed by the Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer of the Borrower), certifying that he has examined the provisions of this Agreement and that no Default or Event of Default has occurred and/or is continuing; (d) Within fifteen (15) calendar days after the end of each calendar month, an accounts receivable aging report and an accounts payable aging report for the Borrower and the Subsidiaries (“Periodic Report”each on a consolidated and consolidating basis); (e) detailingAs soon as approved by the Borrower’s Board of Directors (but in any event not later than the beginning of each Fiscal Year), at a minimumbudget and operating plan (on a month-by-month basis) for such Fiscal Year, in such detail as may reasonably be required by the Lender; (f) As and when distributed to the Borrower’s stockholders, copies of all proxy materials, reports and other information which the Borrower provides to its stockholders in their capacity as such; and as and when distributed to any other holders of Indebtedness of the Borrower or the Subsidiaries (including, without limitation, the following information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown holders of the number and type of Licensed Products sold, (ii) gross amounts received for all such sales, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during Indebtedness under the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) or (bRevolving Loan Agreement), abovecopies of all reports, have occurredstatements and other information provided in writing to such lenders; and (g) Promptly, Periodic Reports shall be provided from time to Cephalon whether or not royaltiestime, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information regarding the Borrower’s or any Subsidiary’s operations, assets, business, affairs and financial condition, as the Lender may reasonably request. To the extent that the financial statements required by Sections 5.04(a) and 5.04(b) are contained in any SEC Reports filed by the Borrower within the required time period for the delivery of such financial statements, then the Borrower shall be reasonably deemed to have complied with the subject financial statement delivery by notifying the Lender of the filing of the subject SEC Report. In the event that, subsequent to the completion of the presently planned deregistration of the Common Stock under the Exchange Act, the Borrower has any class of equity securities registered under the Exchange Act, then, to the extent that any report or other delivery required under this Section 5.04 or elsewhere in this Agreement will, at the time of anticipated delivery to the Lender, contain any material non-public information, the Borrower will notify the Lender thereof as promptly as practicable prior to the delivery of such report (but without disclosing the specific items of material non-public information or the nature thereof), and if so requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, the Lender prior to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification required date of the calculation information delivery hereunder, the Borrower shall (x) if reasonably practicable, redact such material non-public information from the subject report prior to the delivery thereof to the Lender, or (y) defer delivery of amounts due such report until such time as the Borrower has made public disclosure of the subject material information or the Lender has affirmatively requested delivery of such report. Absent timely request by the Lender as aforesaid, the Borrower shall make the required delivery to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionLender on a timely basis.

Periodic Reports. Furnish to the Lender: (a) Within thirty one hundred twenty (30120) calendar days after the end of each Calendar Quarter commencing from Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the earlier Borrower and its Subsidiaries, together with footnotes and supporting schedules thereto, audited and certified (as to the consolidated statements) by independent certified public accountants selected by the Borrower and reasonably acceptable to the Lender (with the form of (a) audit certification to be without qualification as a going concern and otherwise reasonably satisfactory to the First Commercial Sale Lender), showing the financial condition of a Licensed Product; or the Borrower and its Subsidiaries at the close of such Fiscal Year and the results of operations of the Borrower and its Subsidiaries during such Fiscal Year; (b) Within thirty (30) calendar days after the grant end of each calendar month, consolidated (and, if specifically requested by the Lender reasonably in advance, but not more frequently than quarterly, consolidating) unaudited balance sheets, statements of income and statements of cash flows of the Borrower and its Subsidiaries, together with supporting schedules thereto, prepared by the Borrower and certified by the Borrower’s Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, such balance sheets to be as of the close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments; and within five (5) calendar days after the end of each calendar month, accounts receivable agings and accounts payable agings of the Borrower and its Subsidiaries as of the close of such calendar month; (c) Concurrently with the delivery of each set of audited financial statements contemplated by Section 5.04(a) above, a certificate from the independent certified public accountants for the Borrower, in form and content reasonably satisfactory to the Lender, certifying that, in connection with their audit examination which was performed to express an opinion of such financial statements, such accountants have reviewed the provisions of this Agreement and that no Event of Default under Section 6.09 below has come to their attention; (d) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a) and 5.04(b) above, a certificate on behalf of the Borrower (signed by the Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer of the Borrower), certifying that he has examined the provisions of this Agreement and that no Default or Event of Default has occurred and/or is continuing; (e) On or prior to the fifth (5th) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of the close of the immediately preceding calendar month; and on or prior to the twentieth (20th) calendar day of each calendar month, a reasonably detailed calculation of the Borrowing Base as of a Sublicense or receipt date not earlier than the fifteenth (15th) calendar day of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products sold, (ii) gross amounts received for such calendar month; all such salesBorrowing Base reports to be accompanied by supporting documentation reasonably satisfactory to the Lender; (f) Prior to the beginning of each Fiscal Year, a budget and operating plan (iiion a month-by-month basis) deductions for such upcoming Fiscal Year, in such detail as may reasonably be required by type taken from Net Sales as specified in Section 1.66the Lender; (g) As and when distributed to the Borrower’s stockholders, (iv) Net Salescopies of all proxy materials, (v) royalties reports and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in other information which the sales were madeBorrower provides to its stockholders in their capacities as such; and as and when distributed to any other lenders or lessors to the Borrower or the Subsidiaries, including the computations for any applicable currency conversions pursuant to Section 5.9copies of all reports, (viii) all statements and other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) or (b), above, have occurred, Periodic Reports shall be information provided to Cephalon whether such lenders or not royaltieslessors; and (h) Promptly, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition from time to the foregoingtime, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information (including, without limitation, sales reports) regarding the Borrower’s or any Subsidiary’s operations, assets, business, affairs and financial condition, as the Lender may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the Commissionrequest.

Periodic Reports. Within thirty The Obligors shall deliver to the Purchaser Agent the following financial statements, reports and certificates: (30i) as soon as available, but no later than forty-five (45) days after the last day of the first three calendar quarters of each fiscal year, (A) a company prepared unaudited balance sheet of the Company and its Subsidiaries as of such quarter end and the related consolidated statements of operations, comprehensive loss, redeemable convertible preferred stock (if applicable), redeemable common stock (if applicable) and stockholders’ equity (deficit) and cash flows for the three (3) month period then ended certified by the chief financial officer of the Company, all prepared in accordance with GAAP, subject to normal year-end audit adjustments and the absence of disclosures normally made in footnotes, (B) a statement, on a country-by-country and Included Product-by-Included Product basis, of the amount of gross sales and Net Sales of Included Products during the applicable fiscal quarter (including details of the deductions from gross sales taken in accordance with the definition of Net Sales), the calculation of the Applicable Percentage, the calculation of the amount of Revenue Interest Payment due on such sales for such fiscal quarter, and the exchange rates used, if applicable and (C) a duly completed Compliance Certificate signed by the chief financial officer of the Company; (ii) as soon as available, but no later than ninety (90) days after the last day of each calendar year, audited consolidated balance sheets of the Company as of such year end and the related consolidated statements of operations, comprehensive loss, redeemable convertible preferred stock (if applicable), redeemable common stock (if applicable) and stockholders’ equity (deficit) and cash flows for the year then ended, prepared under GAAP, consistently applied, together with a report and opinion on the financial statements and on internal controls and procedures, if available, from any “Big 4” accounting firm or any other independent certified public accounting firm acceptable to the Purchaser Agent in its reasonable discretion (which report and opinion shall be prepared in accordance with GAAP and shall not be subject to any qualification, emphasis of matter or statement as to “going concern” or scope of audit, except for qualifications or statements relating to (i) such qualification, emphasis of matter or statement related to the impending maturity of the Obligations and/or (ii) changes in accounting principles or practices reflecting changes in GAAP and required or approved by the Company’s independent certified public accountants), together with a duly completed Compliance Certificate signed by the chief financial officer of the Company; (iii) promptly following the end of each calendar quarter, but in any event, in each case, no later than forty-five (45) calendar days after the end of each Calendar Quarter commencing from such calendar quarter, as applicable, a reasonably detailed quarterly report (the earlier of “Quarterly Report”) setting forth, with respect to such same period, (a) the First Clinical Updates, the Regulatory Updates, the Commercial Sale of a Licensed Product; or Updates, the Intellectual Property Updates, and any transactions with Affiliates, (b) updates to the grant Perfection Certificate to reflect any amendments, modifications and updates, if any, to the information in the Perfection Certificate since the Closing Date or the most recent update thereto (to the extent not covered in the Intellectual Property Update), (c) cash flow projections for the four quarter period following such fiscal quarter set forth in a quarter by quarter format, and (d) a financial “DashBoard” report which shall include unrestricted cash and Cash Equivalents, marketable securities, revenue for the reporting quarter, and year-to-date revenue (provided that the Obligors shall also provide Purchaser Agent with such additional information regarding the updates included in each such Quarterly Report as Purchaser Agent may reasonably request from time to time). The Obligors shall prepare and maintain and shall use commercially reasonable efforts to cause their respective Licensees to prepare and maintain reasonably complete and accurate records of a Sublicense or receipt of Sublicense Revenuethe information to be disclosed in each Quarterly Report. In addition, FBIO the Obligors shall furnish Cephalon provide the Purchaser Agent with a quarterly report written or telephonic update within ten (“Periodic Report”10) detailing, at a minimum, the Business Days following information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (1) any material development with respect to any prior (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products soldClinical Update, (ii) gross amounts received for all such salesthe Regulatory Update, (iii) deductions by type taken from Net Sales as specified in Section 1.66, Commercial Update or (iv) Net SalesIntellectual Property Update and (2) any serious adverse event in the Clinical Trials; (iv) as soon as practicable, and in any event not later than forty-five (45) days after the commencement of each fiscal year of the Company, beginning with the fiscal year commencing January 1, 2024, an annual business plan and budget of the Company and its Subsidiaries on a consolidated basis for the then current fiscal year containing, among other things, projections for each quarter of such fiscal year, all approved by the Board of the Company; (v) royalties no later than five (5) days after each regularly-scheduled quarterly meeting of the Board of the Company or any Subsidiary, the board kit and Milestone Payments owed other materials delivered to Cephalonthe directors in connection with any such meeting; provided that, listed by category(1) such materials may be redacted to information relating to the potential refinancing of the obligations under this Agreement or repurchase of the Revenue Interests, and (2) if the Obligors, upon the advice of counsel, reasonably determine that any such information constitutes attorney-client privileged information and the disclosure thereof would adversely impair the attorney-client privilege between the Obligors and such counsel with respect to such information, then the Obligors will permit the Purchaser Agent and the Purchasers to enter into a customary common interest agreement with respect to such information and, unless and until the Purchaser Agent and the Purchasers have entered into such agreement, the Obligors shall be entitled to withhold delivery of, or redact, any such information (and only such information) from the Purchaser Agent and the Purchasers; provided that the Obligors shall disclose that the information is being withheld on the foregoing basis; (vi) Sublicense Revenue received during without limiting the preceding Calendar Quarter and Sublicense fees due generality of the above clause (v), promptly after any reasonable request by the Purchaser, copies of any detailed audit reports, management letters or recommendations submitted to Cephalonthe Board (or the audit committee of the Board) by independent accountants in connection with the accounts or books of the Company or any Subsidiary, or any audit of any of them; (vii) promptly after the currency in which furnishing thereof, copies of any material statement or report furnished to any holder of debt securities of the sales were made, including the computations for Company or any applicable currency conversions Subsidiary pursuant to Section 5.9the terms of any indenture, loan or credit or similar agreement; (viii) all promptly, and in any event within five (5) Business Days after receipt thereof by the Company or any Subsidiary thereof, copies of each written notice or other data enabling correspondence received from the Sublicense Revenue payable to be calculated accurately and SEC (or comparable agency in any applicable non-U.S. jurisdiction) concerning any investigation or possible investigation or other material inquiry by such agency regarding financial or other operational results of the Company or any Subsidiary; (ix) a summary of progress against each commercial Milestone, and an estimate as soon as practicable upon the reasonable request of the timing Purchasers, copies of the achievement most recent monthly statements for each deposit account, securities account and other bank account of the next commercial Milestone. Once the events set forth in sub-section Company and its Subsidiaries; and (ax) or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, promptly upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information as Purchaser Agent may from time to time reasonably request; provided that, if the Obligors, upon the advice of counsel, reasonably determine that any such information constitutes attorney-client privileged information and the disclosure thereof would adversely impair the attorney-client privilege between the Obligors and such counsel with respect to such information, then the Obligors will permit the Purchaser Agent and the Purchasers to enter into a customary common interest agreement with respect to such information and, unless and until the Purchaser Agent and the Purchasers have entered into such agreement, the Obligors shall be reasonably requested by Cephalonentitled to withhold delivery of, or redact, any such information (and only such information) from the Purchaser Agent and the Purchasers; provided that the Obligors shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s compliance with disclose that the payment and related obligations under this Agreement, including verification of information is being withheld on the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or foregoing basis. Any documents required to be provided in delivered pursuant to this Section 5.02(a) may be delivered electronically and if so delivered, shall be deemed to have been delivered on the Periodic Reports date on which (A) the Obligors posts such documents, or provides a link thereto, on their website on the internet at their website address or (B) such documents are posted on the Obligors’ behalf on the internet or an intranet website, if any, to which Purchaser Agent and Annual Reports. * Confidential material redacted and filed separately with the CommissionPurchasers have access.

Periodic Reports. Furnish to the Lender: (a) Within thirty ninety (3090) calendar days after the end of each Calendar Quarter commencing from Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the earlier Borrower and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by independent certified public accountants selected by the Borrower and reasonably satisfactory to the Lender, showing the financial condition of (a) the First Commercial Sale Borrower and its Subsidiaries at the close of a Licensed Product; or such Fiscal Year and the results of operations of the Borrower and its Subsidiaries during such Fiscal Year; (b) Within thirty (30) calendar days after the grant end of each calendar month (forty-five (45) calendar days in the case of the end of a Sublicense fiscal quarter), consolidated (and, if specifically requested by the Lender reasonably in advance, but not more frequently than quarterly, consolidating) unaudited balance sheets, statements of income and statements of cash flows of the Borrower and its Subsidiaries, together with supporting schedules thereto, prepared by the Borrower and certified by the Borrower’s Chairman, President, Chief Executive Officer, Chief Financial Officer or receipt Chief Accounting Officer, such balance sheets to be as of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information close of such calendar month and such statements of income and statements of cash flows to be for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) period from the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown beginning of the number then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and type cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments; (c) Concurrently with the delivery of Licensed Products soldeach of the financial statements required by Sections 5.04(a) and 5.04(b) above, a certificate on behalf of the Borrower (iisigned by the Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer of the Borrower), certifying that he has examined the provisions of this Agreement and that no Default or Event of Default has occurred and/or is continuing; (d) gross amounts received Within fifteen (15) calendar days after the end of each calendar month, an accounts receivable aging report and an accounts payable aging report for the Borrower and the Subsidiaries (each on a consolidated and consolidating basis); (e) On or prior to the fifteenth (15th) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of the close of the immediately preceding calendar month (which shall include a roll-forward from such month-end to as recent a day as practicable, reflecting sales and collections (separately for billed Accounts and unbilled Accounts) since the close-out of the preceding calendar month); and on or prior to the last calendar day of each calendar month, a reasonably detailed calculation of the Borrowing Base as of the fifteenth day of such calendar month (which shall include a roll-forward to as recent a day as practicable, reflecting sales and collections (separately for billed Accounts and unbilled Accounts) since the fifteenth day of such calendar month); all such salesBorrowing Base reports to be in form and substance, and with supporting documentation, reasonably satisfactory to the Lender; (iiif) deductions As soon as approved by type taken from Net Sales the Borrower’s Board of Directors (but in any event not later than after the beginning of each Fiscal Year), a budget and operating plan (on a month-by-month basis) for such Fiscal Year, in such detail as specified in Section 1.66may reasonably be required by the Lender; (g) As and when distributed to the Borrower’s stockholders, (iv) Net Salescopies of all proxy materials, (v) royalties reports and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in other information which the sales were made, including the computations for Borrower provides to its stockholders in their capacity as such; and as and when distributed to any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary holders of progress against each commercial Milestone, and an estimate Indebtedness of the timing Borrower or the Subsidiaries, copies of the achievement of the next commercial Milestone. Once the events set forth all reports, statements and other information provided in sub-section writing to such lenders; and (ah) or (b)Promptly, abovefrom time to time, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information regarding the Borrower’s or any Subsidiary’s operations, assets, business, affairs and financial condition, as the Lender may reasonably request. To the extent that the financial statements required by Sections 5.04(a) and 5.04(b) are contained in any SEC Reports filed by the Borrower within the required time period for the delivery of such financial statements, then the Borrower shall be reasonably deemed to have complied with the subject financial statement delivery by notifying the Lender of the filing of the subject SEC Report. To the extent that any report or other delivery required under this Section 5.04 or elsewhere in this Agreement will, at the time of anticipated delivery to the Lender, contain any material non-public information, the Borrower will notify the Lender thereof as promptly as practicable prior to the delivery of such report (but without disclosing the specific items of material non-public information or the nature thereof), and if so requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, the Lender prior to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification required date of the calculation information delivery hereunder, the Borrower shall (x) if reasonably practicable, redact such material non-public information from the subject report prior to the delivery thereof to the Lender, or (y) defer delivery of amounts due such report until such time as the Borrower has made public disclosure of the subject material information or the Lender has affirmatively requested delivery of such report. Absent timely request by the Lender as aforesaid, the Borrower shall make the required delivery to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionLender on a timely basis.

Periodic Reports. Furnish to the Agent and each Lender: (a) Within thirty one hundred and five (30105) calendar days after the end of each Calendar Quarter commencing from Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the earlier Parent and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by a nationally recognized independent certified public accounting firm selected by the Borrower and satisfactory to the Agent in the Agent’s Discretion, showing the financial condition of (a) the First Commercial Sale Parent and its Subsidiaries at the close of a Licensed Product; or such Fiscal Year and the results of operations of the Loan Parties during such Fiscal Year; (b) Within forty-five (45) calendar days after the grant end of a Sublicense or receipt each Fiscal Quarter, consolidated and consolidating unaudited balance sheets, statements of Sublicense Revenueincome and statements of cash flows of the Parent and its Subsidiaries, FBIO shall furnish Cephalon together with a quarterly report (“Periodic Report”) detailingsupporting schedules thereto, at a minimumprepared by the Parent and certified by the Borrower’s Chief Financial Officer, such balance sheets to be as of the following information close of such Fiscal Quarter and such statements of income and statements of cash flows to be for the applicable Calendar period from the beginning of the then-current Fiscal Year to the end of such Fiscal Quarter, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each listed case subject to the absence of footnotes and normal audit and year-end adjustments; (c) Within thirty (30) calendar days after the end of each calendar month, consolidated and consolidating unaudited balance sheets, statements of income and statements of cash flows of the Parent and its Subsidiaries, together with supporting schedules thereto, prepared by Licensed Product the Parent and certified by country the Borrower’s Chief Financial Officer, such balance sheets to be as of sale: the close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to the absence of footnotes and normal audit and year-end adjustments; (d) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a), 5.04(b) and 5.04(c), (i) a Compliance Certificate (signed by the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown Chief Financial Officer of the number Borrower), (w) certifying that such person has examined the provisions of this Agreement and type the other Loan Documents and that no Default or Event of Licensed Products soldDefault has occurred and is continuing, (x) when delivered in connection with the financial statements required by Sections 5.04(a) and 5.04(b), certifying to, and setting forth (in reasonable detail), the calculations supporting such statements in respect of Section 6.18, to the extent applicable, (y) certifying that such financial statements fairly present in all material respects the financial condition and results of operations of the Parent and its Subsidiaries as of the dates and periods covered by such financial statements and have been prepared in accordance with GAAP applied on a consistent basis, subject to, in the case of the financial statements delivered pursuant to Sections 5.04(b) and 5.04(c), changes resulting from audit and normal year-end adjustments and the absence of footnote disclosures, and (z) when delivered in connection with the financial statements required by Section 5.04(c), certifying to, and attaching, the monthly profit and loss statement for each retail location of the Loan Parties, and (ii) gross amounts received with respect to each such financial statements being delivered with respect to a period ending on the last day of a Fiscal Quarter, a management discussion and analysis, in form and detail reasonably acceptable to Agent, describing the performance of the Parent and its Subsidiaries for all such salesperiods; (e) As soon as approved by the Borrower’s board of directors (or other comparable body) (but in any event not later than 30 days following the beginning of each Fiscal Year), a budget and operating plan (iiion a month-by-month basis) deductions for such Fiscal Year, in such detail as may be required by type taken from Net Sales as specified the Agent in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial MilestoneAgent’s Discretion, and an estimate promptly following the preparation thereof, any material updates to any of the timing foregoing from time to time prepared, if any; (f) As and when distributed to each Loan Party’s direct and indirect equityholders, copies of all proxy materials, reports and other information which each Loan Party provides to its equityholders; and as and when distributed to any other holders of Indebtedness of any Loan Party, copies of all reports, statements and other information provided to such holders; (g) As soon as practical (but in no event more than two (2) Business Days from the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) receipt or (bdelivery thereof), aboveall default notices, have occurredacceleration notices, Periodic Reports shall be provided collateral reports or other material information, notices and/or reports delivered to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition from the Revolving Lender relating to the foregoingRevolving Loan Documents or from the holder of any Subordinated Debt relating to such Subordinated Debt; and (h) Promptly, upon Cephalon’s reasonable requestfrom time to time, FBIO shall provide to Cephalon such other information regarding any Loan Party’s operations, assets, business, affairs and financial condition, as the Agent may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIOrequest in Agent’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionDiscretion.

Periodic Reports. Furnish to the Agent and each Lender: (a) Within thirty one hundred and five (30105) calendar days after the end of each Calendar Quarter commencing from Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the earlier Parent and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by a nationally recognized independent certified public accounting firm selected by the Borrower and satisfactory to the Agent in the Agent’s Discretion, showing the financial condition of (a) the First Commercial Sale Parent and its Subsidiaries at the close of a Licensed Product; or such Fiscal Year and the results of operations of the Loan Parties during such Fiscal Year; (b) Within forty-five (45) calendar days after the grant end of a Sublicense or receipt each Fiscal Quarter, consolidated and consolidating unaudited balance sheets, statements of Sublicense Revenueincome and statements of cash flows of the Parent and its Subsidiaries, FBIO shall furnish Cephalon together with a quarterly report (“Periodic Report”) detailingsupporting schedules thereto, at a minimumprepared by the Parent and certified by the Borrower’s Chief Financial Officer, such balance sheets to be as of the following information close of such Fiscal Quarter and such statements of income and statements of cash flows to be for the applicable Calendar period from the beginning of the then-current Fiscal Year to the end of such Fiscal Quarter, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each listed case subject to the absence of footnotes and normal audit and year-end adjustments; (c) Within thirty (30) calendar days after the end of each calendar month, consolidated and consolidating unaudited balance sheets, statements of income and statements of cash flows of the Parent and its Subsidiaries, together with supporting schedules thereto, prepared by Licensed Product the Parent and certified by country the Borrower’s Chief Financial Officer, such balance sheets to be as of sale: the close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to the absence of footnotes and normal audit and year-end adjustments; LEGAL02/39661241v2LEGAL02/39709302v6 (d) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a), 5.04(b) and 5.04(c), (i) a Compliance Certificate (signed by the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown Chief Financial Officer of the number Borrower), (w) certifying that such person has examined the provisions of this Agreement and type the other Loan Documents and that no Default or Event of Licensed Products soldDefault has occurred and is continuing, (x) when delivered in connection with the financial statements required by Sections 5.04(a) and 5.04(b), certifying to, and setting forth (in reasonable detail), the calculations supporting such statements in respect of Section 6.18, to the extent applicable, (y) certifying that such financial statements fairly present in all material respects the financial condition and results of operations of the Parent and its Subsidiaries as of the dates and periods covered by such financial statements and have been prepared in accordance with GAAP applied on a consistent basis, subject to, in the case of the financial statements delivered pursuant to Sections 5.04(b) and 5.04(c), changes resulting from audit and normal year‑end adjustments and the absence of footnote disclosures, and (z) when delivered in connection with the financial statements required by Section 5.04(c), certifying to, and attaching, the monthly profit and loss statement for each retail location of the Loan Parties, and (ii) gross amounts received with respect to each such financial statements being delivered with respect to a period ending on the last day of a Fiscal Quarter, a management discussion and analysis, in form and detail reasonably acceptable to Agent, describing the performance of the Parent and its Subsidiaries for all such salesperiods; (e) As soon as approved by the Borrower’s board of directors (or other comparable body) (but in any event not later than 30 days following the beginning of each Fiscal Year), a budget and operating plan (iiion a month-by-month basis) deductions for such Fiscal Year, in such detail as may be required by type taken from Net Sales as specified the Agent in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial MilestoneAgent’s Discretion, and an estimate promptly following the preparation thereof, any material updates to any of the timing foregoing from time to time prepared, if any; (f) As and when distributed to each Loan Party’s direct and indirect equityholders, copies of all proxy materials, reports and other information which each Loan Party provides to its equityholders; and as and when distributed to any other holders of Indebtedness of any Loan Party, copies of all reports, statements and other information provided to such holders; (g) As soon as practical (but in no event more than two (2) Business Days from the receipt or delivery thereof), all default notices, acceleration notices, collateral reports or other material information, notices and/or reports delivered to or from the Revolving Lender relating to the Revolving Loan Documents or from the holder of any Subordinated Debt relating to such Subordinated Debt; and (h) No later than one (1) Business Day after each Liquidity Determination Date, a Liquidity Report calculated as of such Liquidity Determination Date; (i) As and when distributed to the Revolving Lender, each borrowing base certificate delivered under the Revolving Loan Credit Agreement; provided, that the Borrower shall provide the Agent with a borrowing base certificate, calculated in accordance with the Revolving Loan Documents and signed by a financial officer of the achievement Borrower, no less than once per calendar week; LEGAL02/39661241v2LEGAL02/39709302v6 (j) On the first (1st) Business Day of each calendar week, a weekly cash flow forecast for the next commercial Milestone. Once the events set forth 13-week period commencing on such date together with a variance analysis, in sub-section (a) or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition form and substance satisfactory to the foregoingAgent in Agent’s Discretion; (k) On the first (1st) Business Day of each calendar week, upon Cephalon’s reasonable requesta store level sales data report for the prior calendar week, FBIO shall provide in the form delivered by the Borrower to Cephalon the Agent prior to the Second Amendment Effective Date; and (l) (h) Promptly, from time to time, such other information regarding any Loan Party’s operations, assets, business, affairs and financial condition, as the Agent may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIOrequest in Agent’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionDiscretion.

Periodic Reports. Within thirty The Managing Trustee shall prepare the following reports and shall distribute such reports to each Supervisory Trustee and any Trust Beneficiary who requests a copy: (30A) on a monthly basis, within two (2) weeks after the end of each month, an unaudited report of the receipts and disbursements of the Trust and the Cash position of the Trust; and (B) on a quarterly basis commencing with the first calendar quarter ending after the Effective Date, within forty-five (45) days after the end of each Calendar Quarter commencing from such calendar quarter, a report of the earlier activities of the Trust detailing for the preceding quarterly period the activities of the Trust including: (i) an unaudited operating statement (prepared on a cash basis) showing all revenues received by the Trust and all expenses of operations of the Trust (including all expenses associated with the sale of any Trust Assets paid by the Trust); (ii) an unaudited written report and accounting showing (a) the First Commercial Sale assets and liabilities of a Licensed Product; or the Trust at the end of such period, (b) any changes in the grant Trust Assets, (c) the amount of a Sublicense any reserves or receipt escrows of Sublicense Revenuethe Trust, FBIO shall furnish Cephalon with (d) any material action taken by the Managing Trustee or the Supervisory Trustees in the performance of their duties under the Joint Plan and this Agreement; and (iii) an overall status report of the Trust for the next quarterly period. Monthly reports for any month ending a quarterly period may be included in the quarterly report for such period. Quarterly reports for the fourth quarter of each calendar year may be included within the annual reports described below, if such annual reports are prepared. (“Periodic Report”C) detailingto the extent required by the Court or by applicable law (or to gain an exemption from applicable law), at a minimumwithin 90 days after the end of each calendar year, beginning with the first year end occurring after the Effective Date, the following information Trust will prepare reports for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: prior year as described in clause (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products sold, (ii) gross amounts received above, except that such reports shall be for all such sales, a full year (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency or portion thereof in which the sales were madeTrust has been in existence) and shall be audited. (D) The Managing Trustee shall prepare and furnish to the Supervisory Trustees such additional reports and accountings as the Supervisory Trustees may from time to time reasonably request. All monthly, including quarterly and, if prepared, annual reports shall be filed with the computations for any applicable currency conversions pursuant Court. In addition, all monthly, quarterly and, if prepared, annual reports may be filed with the Securities and Exchange Commission (the "Commission") to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable extent the Managing Trustee deems such action to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate in the best interest of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) Trust or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide extent required by applicable law or in order to Cephalon such other information as may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s gain an exemption from compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the Commissionapplicable law.

Periodic Reports. Aventis and Regeneron shall each prepare and deliver to the other Party the periodic reports specified below in this Section 9.2: (a) Each Party shall deliver electronically the reports required to be delivered by it pursuant to Sections 5.3 and 6.4; (b) Within thirty twenty (3020) days after following the end of each Calendar Quarter commencing from the earlier of (a) the First Commercial Sale of month, Aventis shall deliver electronically to Regeneron a Licensed Product; or (b) the grant of a Sublicense or receipt of Sublicense Revenue, FBIO shall furnish Cephalon monthly detailed Net Sales report with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information monthly and year-to-date sales for the applicable Calendar Quarter, each listed by Licensed VEGF Product and by country in Euro or such other currency as used by Aventis in its internal reporting systems; (c) Within forty-five (45) days following the end of saleeach calendar quarter, Aventis shall deliver electronically to Regeneron a written report setting forth, on a country-by-country basis for such quarter: (i) the total number Net Sales of units of Licensed each VEGF Product sold by FBIOin local currency and, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products soldin Euro, (ii) gross amounts received for all such salesin Major Market Countries, and any Rest of World Countries where readily available, quantities sold by dosage form and unit size, (iii) with respect to the United States, an accounting of the deductions from gross sales permitted by type taken from the definition of Net Sales as specified in Section 1.66Sales, and (iv) Net Salesin Major Market Countries, gross sales of VEGF Products; (vd) royalties Within forty-five (45) days following the end of each calendar quarter, each Party shall deliver electronically to the other Party a written report setting forth in reasonable detail the Development Costs incurred by such Party in such calendar quarter; (e) Within forty-five (45) days following the end of each calendar quarter, each Party that has incurred any Shared Promotion Expense in accordance with an approved Global Co-Commercialization Plan and/or an approved Country Co-Commercialization Plan in that calendar quarter shall deliver electronically to the other Party a written report setting forth in reasonable detail the Shared Promotion Expense incurred by such Party in such calendar quarter; (f) Within forty-five (45) days following the end of each calendar quarter, Regeneron shall deliver electronically to Aventis a written report setting forth on a country-by-country basis Regeneron’s Sales Force Cost and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency Regeneron’s Medical Affairs Cost in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary each Rest of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events World Country as set forth in subthe approved Country Co-section Commercialization Plan and Country Co-Commercialization Budget for such country for such calendar quarter; and (ag) or Within sixty (b)60) days following the end of each calendar quarter, aboveAventis shall deliver electronically to Regeneron a Consolidated Net Profit/Loss Report in respect of such calendar quarter, have occurredcombining the information reported by each Party and showing its calculations in accordance with Schedule 1 of the amount of any payments to be made by the Parties hereunder for such quarterly period as contemplated by Section 9.3 and, Periodic Reports if applicable, providing for the netting of such payments. All reports referred to in this Section 9.2 shall be provided to Cephalon whether or not royaltiesin such form, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information format and level of detail as may be reasonably requested approved by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionJoint Finance Sub-Committee.

Periodic Reports. Furnish to the Lender: (a) Within ninety (90) calendar days after the end of each Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the Borrower and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by independent certified public accountants selected by the Borrower and reasonably satisfactory to the Lender, showing the financial condition of the Borrower and its Subsidiaries at the close of such Fiscal Year and the results of operations of the Borrower and its Subsidiaries during such Fiscal Year; (b) Within (i) thirty (30) calendar days after the end of each calendar month (forty-five (45) calendar days in the case of the end of a fiscal quarter), consolidated (and, if specifically requested by the Lender reasonably in advance, consolidating) unaudited balance sheets and statements of income of the Borrower and its Subsidiaries, and (ii) forty-five (45) calendar days after then of each fiscal quarter, consolidated (and, if specifically requested by the Lender, consolidating) statements of cash flows of the Borrower and its Subsidiaries, in each case with supporting schedules thereto, prepared by the Borrower and certified by the Borrower’s Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, such balance sheets to be as of the close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month or calendar quarter (as the case may be), together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments; provided, however, that with respect to accounting periods ending on or prior to October 31, 2007, Foreign Subsidiaries need be included only in the quarterly financial statements. (c) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a) and 5.04(b) above, a certificate on behalf of the Borrower (signed by the Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer of the Borrower), certifying that he has examined the provisions of this Agreement and that no Default or Event of Default has occurred and/or is continuing; (d) On or prior to (i) the fifteenth (15th) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of a date not earlier than the first (1st) day of such calendar month, and (ii) the twentieth (20th) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of a date not earlier than the fifteenth (15th) calendar day of such calendar month, in each case in form and substance, and with supporting documentation; (including, without limitation, receivables and payables agings as of the close of the immediately preceding calendar month) as may reasonably be required by the Lender; (e) As soon as approved by the Borrower’s Board of Directors (but in any event not later than thirty (30) days after the end beginning of each Calendar Quarter commencing from Fiscal Year), a budget and operating plan (on a quarter-by-quarter basis) for such Fiscal Year, in such detail as may reasonably be required by the earlier Lender; (f) As and when distributed to the Borrower’s shareholders, copies of (a) all proxy materials, reports and other information which the First Commercial Sale Borrower provides to its shareholders; and as and when distributed to any other holders of a Licensed Product; or (b) the grant of a Sublicense or receipt of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown Indebtedness of the number Borrower or the Subsidiaries, copies of all reports, statements and type of Licensed Products sold, (ii) gross amounts received for all such sales, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) or (b), above, have occurred, Periodic Reports shall be information provided to Cephalon whether or not royaltiessuch lenders; and (g) Promptly, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition from time to the foregoingtime, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information (including, without limitation, receivables and payables agings, and sales reports) regarding the Borrower’s or any Subsidiary’s operations, assets, business, affairs and financial condition, as the Lender may reasonably request. To the extent that the financial statements required by Sections 5.04(a) and 5.04(b) are contained in any SEC Reports filed by the Borrower within the required time period hereunder for the delivery of such financial statements, then the Borrower shall be reasonably deemed to have complied with the subject financial statement delivery by notifying the Lender of the filing of the subject SEC Report. To the extent that any report or other delivery required under this Section 5.04 or elsewhere in this Agreement will, at the time of anticipated delivery to the Lender, contain any material non-public information, the Borrower will notify the Lender thereof as promptly as practicable prior to the delivery of such report (but without disclosing the specific items of material non-public information or the nature thereof), and if so requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, the Lender prior to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification required date of the calculation information delivery hereunder, the Borrower shall (x) if reasonably practicable, redact such material non-public information from the subject report prior to the delivery thereof to the Lender, or (y) defer delivery of amounts due such report until such time as the Borrower has made public disclosure of the subject material information or the Lender has affirmatively requested delivery of such report. Absent timely request by the Lender as aforesaid, the Borrower shall make the required delivery to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionLender on a timely basis.

Periodic Reports. Furnish to the Agent and each Lender: (a) Within thirty one hundred and five (30105) calendar days after the end of each Calendar Quarter commencing from Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the earlier Parent and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by a nationally recognized independent certified public accounting firm selected by the Borrower and satisfactory to the Agent in the Agent’s Discretion, showing the financial condition of (a) the First Commercial Sale Parent and its Subsidiaries at the close of a Licensed Product; or such Fiscal Year and the results of operations of the Loan Parties during such Fiscal Year; (b) Within forty-five (45) calendar days after the grant end of a Sublicense or receipt each Fiscal Quarter, consolidated and consolidating unaudited balance sheets, statements of Sublicense Revenueincome and statements of cash flows of the Parent and its Subsidiaries, FBIO shall furnish Cephalon together with a quarterly report (“Periodic Report”) detailingsupporting schedules thereto, at a minimumprepared by the Parent and certified by the Borrower’s Chief Financial Officer, such balance sheets to be as of the following information close of such Fiscal Quarter and such statements of income and statements of cash flows to be for the applicable Calendar period from the beginning of the then-current Fiscal Year to the end of such Fiscal Quarter, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each listed case subject to the absence of footnotes and normal audit and year-end adjustments; (c) Within thirty (30) calendar days after the end of each calendar month, consolidated and consolidating unaudited balance sheets, statements of income and statements of cash flows of the Parent and its Subsidiaries, together with supporting schedules thereto, prepared by Licensed Product the Parent and certified by country the Borrower’s Chief Financial Officer, such balance sheets to be as of sale: the close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to the absence of footnotes and normal audit and year-end adjustments; (d) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a), 5.04(b) and 5.04(c), (i) a Compliance Certificate (signed by the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown Chief Financial Officer of the number Borrower), (w) certifying that such person has examined the provisions of this Agreement and type the other Loan Documents and that no Default or Event of Licensed Products soldDefault has occurred and is continuing, (x) when delivered in connection with the financial statements required by Sections 5.04(a) and 5.04(b), certifying to, and setting forth (in reasonable detail), the calculations supporting such statements in respect of Section 6.18, to the extent applicable, (y) certifying that such financial statements fairly present in all material respects the financial condition and results of operations of the Parent and its Subsidiaries as of the dates and periods covered by such financial statements and have been prepared in accordance with GAAP applied on a consistent basis, subject to, in the case of the financial statements delivered pursuant to Sections 5.04(b) and 5.04(c), changes resulting from audit and normal year‑end adjustments and the absence of footnote disclosures, and (z) when delivered in connection with the financial statements required by Section 5.04(c), certifying to, and attaching, the monthly profit and loss statement for each retail location of the Loan Parties, and (ii) gross amounts received with respect to each such financial statements being delivered with respect to a period ending on the last day of a Fiscal Quarter, a management discussion and analysis, in form and detail reasonably acceptable to Agent, describing the performance of the Parent and its Subsidiaries for all such salesperiods; (e) As soon as approved by the Borrower’s board of directors (or other comparable body) (but in any event not later than 30 days following the beginning of each Fiscal Year), a budget and operating plan (iiion a month-by-month basis) deductions for such Fiscal Year, in such detail as may be required by type taken from Net Sales as specified the Agent in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial MilestoneAgent’s Discretion, and an estimate promptly following the preparation thereof, any material updates to any of the timing foregoing from time to time prepared, if any; (f) As and when distributed to each Loan Party’s direct and indirect equityholders, copies of all proxy materials, reports and other information which each Loan Party provides to its equityholders; and as and when distributed to any other holders of Indebtedness of any Loan Party, copies of all reports, statements and other information provided to such holders; (g) As soon as practical (but in no event more than two (2) Business Days from the receipt or delivery thereof), all default notices, acceleration notices, collateral reports or other material information, notices and/or reports delivered to or from the Revolving Lender relating to the Revolving Loan Documents or from the holder of any Subordinated Debt relating to such Subordinated Debt; (h) No later than one (1) Business Day after each Liquidity Determination Date, a Liquidity Report calculated as of such Liquidity Determination Date; (i) As and when distributed to the Revolving Lender, each borrowing base certificate delivered under the Revolving Loan Credit Agreement; provided, that the Borrower shall provide the Agent with a borrowing base certificate, calculated in accordance with the Revolving Loan Documents and signed by a financial officer of the achievement Borrower, no less than once per calendar week; (j) On the first (1st) Business Day of each calendar week, a weekly cash flow forecast for the next commercial Milestone. Once the events set forth 13-week period commencing on such date together with a variance analysis, in sub-section (a) or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition form and substance satisfactory to the foregoingAgent in Agent’s Discretion; (k) On the first (1st) Business Day of each calendar week, upon Cephalon’s reasonable requesta store level sales data report for the prior calendar week, FBIO shall provide in the form delivered by the Borrower to Cephalon the Agent prior to the Second Amendment Effective Date; and (l) Promptly, from time to time, such other information regarding any Loan Party’s operations, assets, business, affairs and financial condition, as the Agent may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIOrequest in Agent’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionDiscretion.

Periodic Reports. Furnish to the Lender: (a) Within ninety (90) calendar days after the end of each Fiscal Year, consolidated balance sheets, and consolidated and consolidating statements of income, statements of stockholders’ equity, and statements of cash flows of the Borrower and its Subsidiaries, together with footnotes and supporting schedules thereto, certified (as to the consolidated statements) by independent certified public accountants selected by the Borrower and reasonably satisfactory to the Lender, showing the financial condition of the Borrower and its Subsidiaries at the close of such Fiscal Year and the results of operations of the Borrower and its Subsidiaries during such Fiscal Year; (b) Within thirty (30) calendar days after the end of each calendar month (forty-five (45) calendar days in the case of the end of a fiscal quarter), consolidated and consolidating unaudited balance sheets, statements of income and statements of cash flows of the Borrower and its Subsidiaries, in each case with supporting schedules thereto, prepared by the Borrower and certified by the Borrower’s Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer, such balance sheets to be as of the close of such calendar month and such statements of income and statements of cash flows to be for the period from the beginning of the then-current Fiscal Year to the end of such calendar month, together with comparative statements of income and cash flows for the corresponding period in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments; (c) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a) and 5.04(b) above, a certificate on behalf of the Borrower (signed by the Chairman, President, Chief Executive Officer, Chief Financial Officer or Chief Accounting Officer of the Borrower), certifying that he has examined the provisions of this Agreement and that, to the best of his knowledge, no Default or Event of Default (including, without limitation, under Sections 6.16 and 6.17 below, as demonstrated by detailed calculations included in such certificate) has occurred and/or is continuing; (d) On or prior to the fifth (5th) Business Day of each calendar month, a detailed calculation of the Borrowing Base as of the end of the immediately preceding calendar month, in form and substance, and with supporting documentation (including, without limitation, receivables and payables agings as of the close of the immediately preceding calendar month) as may reasonably be required by the Lender; and, on or prior to the twentieth (20 th ) calendar day of each calendar month, a detailed calculation of the Borrowing Base as of a date not earlier than the fifteenth (15 th ) calendar day of such calendar month, with supporting documentation as aforesaid; (e) As soon as approved by the Borrower’s Board of Directors (but in any event not later than thirty (30) days after the end beginning of each Calendar Quarter commencing Fiscal Year), a budget and operating plan (on a quarter-by-quarter basis) for such Fiscal Year, in such detail as may reasonably be required by the Lender; (f) As and when distributed to the Borrower’s shareholders, copies of all proxy materials, reports and other information which the Borrower provides to its shareholders; and as and when distributed to any other holders of Indebtedness of the Borrower or the Subsidiaries, copies of all reports, statements and other information provided to such lenders; and (g) Promptly, from time to time, such other information (including, without limitation, receivables and payables agings, and sales reports) regarding the Borrower’s or any Subsidiary’s operations, assets, business, affairs and financial condition, as the Lender may reasonably request. To the extent that the financial statements required by Sections 5.04(a) and 5.04(b) are contained in any SEC Reports filed by the Borrower within the required time period hereunder for the delivery of such financial statements, then the Borrower shall be deemed to have complied with the subject financial statement delivery by notifying the Lender of the filing of the subject SEC Report. To the extent that any report or other delivery required under this Section 5.04 or elsewhere in this Agreement will, at the time of anticipated delivery to the Lender, contain any material non-public information, the Borrower will notify the Lender thereof as promptly as practicable prior to the delivery of such report (but without disclosing the specific items of material non-public information or the nature thereof), and if so requested by the Lender prior to the required date of the information delivery hereunder, the Borrower shall (x) if reasonably practicable, redact such material non-public information from the subject report prior to the delivery thereof to the Lender, or (y) defer delivery of such report until such time as the Borrower has made public disclosure of the subject material information or the Lender has affirmatively requested delivery of such report. Absent timely request by the Lender as aforesaid, the Borrower shall make the required delivery to the Lender on a timely basis; provided , that the Lender shall keep such material non-public information confidential in accordance with Section 9.13 below, and shall refrain from trading in the Common Stock until the earlier of (a) the First Commercial Sale of a Licensed Product; or (b) the grant of a Sublicense or receipt of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following such time as such information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products sold, (ii) gross amounts received for all such sales, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable ceases to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section (a) material or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition 48 hours after such information has become generally available to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information as may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the Commissionpublic.

Periodic Reports. Aventis and Regeneron shall each prepare and deliver to the other Party the periodic reports specified below in this Section 9.2: (a) Each Party shall deliver electronically the reports required to be delivered by it pursuant to Sections 5.3 and 6.4; (b) Within thirty twenty (3020) days after following the end of each Calendar Quarter commencing from the earlier of (a) the First Commercial Sale of month, Aventis shall deliver electronically to Regeneron a Licensed Product; or (b) the grant of a Sublicense or receipt of Sublicense Revenue, FBIO shall furnish Cephalon monthly detailed Net Sales report with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information monthly and year-to-date sales for the applicable Calendar Quarter, each listed by Licensed VEGF Product and by country in Euro or such other currency as used by Aventis in its internal reporting systems; (c) Within forty-five (45) days following the end of saleeach calendar quarter, Aventis shall deliver electronically to Regeneron a written report setting forth, on a country-by-country basis for such quarter: (i) the total number Net Sales of units of Licensed each VEGF Product sold by FBIOin local currency and, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products soldin Euro, (ii) gross amounts received for all such salesin Major Market Countries, and any Rest of World Countries where readily available, quantities sold by dosage form and unit size, (iii) with respect to the United States, an accounting of the deductions from gross sales permitted by type taken from the definition of Net Sales as specified in Section 1.66Sales, and (iv) Net Salesin Major Market Countries, gross sales of VEGF Products; (vd) royalties Within forty-five (45) days following the end of each calendar quarter, each Party shall deliver electronically to the other Party a written report setting forth in reasonable detail the Development Costs incurred by such Party in such calendar quarter; (e) Within forty-five (45) days following the end of each calendar quarter, each Party that has incurred any Shared Promotion Expense in accordance with 50 an approved Global Co-Commercialization Plan and/or an approved Country Co-Commercialization Plan in that calendar quarter shall deliver electronically to the other Party a written report setting forth in reasonable detail the Shared Promotion Expense incurred by such Party in such calendar quarter; (f) Within forty-five (45) days following the end of each calendar quarter, Regeneron shall deliver electronically to Aventis a written report setting forth on a country-by-country basis Regeneron’s Sales Force Cost and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency Regeneron’s Medical Affairs Cost in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary each Rest of progress against each commercial Milestone, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events World Country as set forth in subthe approved Country Co-section Commercialization Plan and Country Co-Commercialization Budget for such country for such calendar quarter; and (ag) or Within sixty (b)60) days following the end of each calendar quarter, aboveAventis shall deliver electronically to Regeneron a Consolidated Net Profit/Loss Report in respect of such calendar quarter, have occurredcombining the information reported by each Party and showing its calculations in accordance with Schedule 1 of the amount of any payments to be made by the Parties hereunder for such quarterly period as contemplated by Section 9.3 and, Periodic Reports if applicable, providing for the netting of such payments. All reports referred to in this Section 9.2 shall be provided to Cephalon whether or not royaltiesin such form, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information format and level of detail as may be reasonably requested approved by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the CommissionJoint Finance Sub-Committee.

Periodic Reports. Furnish to the Lenders: ------------------------------- (a) Within ninety (90) calendar days after the end of each Fiscal Year: (i) consolidated balance sheets, statements of income, statements of stockholders' equity, and statements of cash flows of the Borrowers, together with footnotes and supporting schedules thereto, all certified by independent certified public accountants selected by the Borrowers and reasonably acceptable to the Lenders (with the form of certification to be without qualification or otherwise satisfactory to the Lenders), showing the financial condition of the Borrowers at the close of such Fiscal Year and the results of operations of the Borrowers during such Fiscal Year; (ii) an unaudited consolidating balance sheet and statement of income of each of the Borrowers, together with appropriate adjustments and eliminations; and (iii) a schedule of all Contracts, capital contributions and loan transactions between any Borrower (on the one hand) and any other Borrower or any Subsidiary (on the other hand), including therein a schedule of all cash capital contributions made by any Borrower and all Indebtedness (including Indebtedness for Money borrowed) owed to any Borrower by any other Borrower or any Subsidiary (hereinafter collectively referred to as "Intercompany Investment(s)"), as at the end of such Fiscal Year; (b) Within forty-five (45) calendar days after the end of each fiscal quarter: (i) unaudited consolidated and consolidating balance sheets and statements of income of the Borrowers, together with supporting schedules thereto, prepared by the Borrowers and certified by the Borrowers' Chairman, President or Chief Financial Officer, such balance sheets to be as of the close of such fiscal quarter and such statements of income to be for the period from the beginning of the then-current Fiscal Year to the end of such fiscal quarter, together with comparative statements of income for the corresponding fiscal quarter in the immediately preceding Fiscal Year, in each case subject to normal audit and year-end adjustments which shall not be material; and (ii) a schedule of all Intercompany Investments (specifying therein, the respective obligors and obligees) as at the end of such fiscal quarter; (c) Concurrently with the delivery of each set of audited financial statements contemplated by Section 5.04(a) above, a certificate from the independent certified public accountants for the Borrowers, in form and content reasonably satisfactory to the Lenders, certifying that, in connection with their audit examination which was performed to express an opinion of such financial statements, such accountants have reviewed the provisions of this Agreement and that no Event of Default has come to their attention; (d) Concurrently with the delivery of each of the financial statements required by Sections 5.04(a) and 5.04(b) above, a certificate (the "Compliance Certificate") on behalf of the Borrowers (signed by the Chairman or President of IGI on behalf of the Borrowers or IGI's Chief Financial Officer), in substantially the form annexed as Exhibit "K" to the Original Agreement, (i) calculating, setting forth, and certifying as to the accuracy of the calculations required under Sections 5.08 through 5.11 hereof, and (ii) certifying that he has examined the provisions of this Agreement and that no Event of Default has occurred and/or is continuing; (e) Such other supplemental financial information pertaining to the Borrowers as either Lender may from time to time reasonably request (provided, -------- that as to items listed in clauses (iii) and (iv) below, not more frequently than annually) including: (i) aging schedules of all accounts receivable and accounts payable of the Borrowers as of the end of any one or more months, (ii) an analysis of the Borrowers' inventory as at the end of any one or more months in a form reasonably satisfactory to the requesting Lender, (iii) within thirty (30) days after the commencement of each Fiscal Year, a consolidated Capital Expenditure budget and a separate consolidated research and development expenditure budget of the Borrowers for such Fiscal Year showing the nature and amount of the proposed Capital Expenditures and proposed research and development expenditures; and within ninety (90) days after the end of each Calendar Quarter commencing from Fiscal Year, updated reports showing the earlier of (a) the First Commercial Sale of a Licensed Productactual Capital Expenditures and actual research and development expenditures for such immediately preceding Fiscal Year; or (b) the grant of a Sublicense or receipt of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimum, the following information for the applicable Calendar Quarter, each listed by Licensed Product and by country of sale: (i) the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown of the number and type of Licensed Products sold, (ii) gross amounts received for all such sales, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Saleswithin thirty (30) days after the commencement of each Fiscal Year, (v) royalties a consolidated cash flow and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter profit and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial Milestone, and an estimate loss projection of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section Borrowers for such Fiscal Year; (af) or Within ten (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO shall provide to Cephalon such other information as may be reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, to enable Cephalon to verify FBIO’s compliance 10) days after filing with the payment SEC, true and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and complete copies of all financial information provided registration statements, proxy materials and other periodic reports (including Forms 00-X, 00-X, 0-X and other related forms) filed or required to be provided in filed on behalf of any or all of the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately Borrowers or any Subsidiary with the CommissionSEC under the Securities Act of 1933, as amended, and/or the Securities and Exchange Act of 1934, as amended; and (g) Promptly, from time to time, such other information regarding the Borrowers' operations, assets, business, affairs and financial condition, as either Lender may reasonably request.

Periodic Reports. Within thirty The LENDER's obligation to make advances from time to time under the LOAN shall be conditioned upon the following: (30a) days after As soon as available and in any event by no later than May 31st of each calendar year, the BORROWER shall submit to the LENDER a consolidated and consolidating balance sheet of the BORROWER and its SUBSIDIARIES as of the end of each Calendar Quarter commencing from the earlier preceding FISCAL YEAR and a consolidated and consolidating statement of income and retained earnings of the BORROWER and its SUBSIDIARIES for such FISCAL YEAR, and a consolidated and consolidating statement of cash flow of the BORROWER and its SUBSIDIARIES for such FISCAL YEAR, all in reasonable detail and stating in comparative form the respective consolidated and consolidating figures for the corresponding date and period in the prior FISCAL YEAR and all prepared in accordance with G.A.A.P. and accompanied by an audited opinion thereon by independent accountants selected by the BORROWER and reasonably acceptable to the LENDER (a) it being agreed by the First Commercial Sale of a Licensed Product; or LENDER that any "big four" accounting firm shall be acceptable to the LENDER for such purposes). (b) the grant of a Sublicense or Promptly after receipt of Sublicense Revenue, FBIO shall furnish Cephalon with a quarterly report (“Periodic Report”) detailing, at a minimumthereof, the following information for BORROWER shall submit to the applicable Calendar Quarter, each listed LENDER copies of any reports submitted to the BORROWER or any SUBSIDIARY by Licensed Product and by country of sale: (i) independent certified public accountants in connection with the total number of units of Licensed Product sold by FBIO, its Affiliates and Sublicensees for which royalties are owed Cephalon hereunder, including a breakdown examination of the number and type financial statements of Licensed Products soldthe BORROWER or any SUBSIDIARY made by such accountants. (c) The BORROWER shall notify the LENDER immediately of any changes in the personnel holding the positions with the BORROWER of President, (ii) gross amounts received for all such sales, (iii) deductions by type taken from Net Sales as specified in Section 1.66, (iv) Net Sales, (v) royalties and Milestone Payments owed to Cephalon, listed by category, (vi) Sublicense Revenue received during the preceding Calendar Quarter and Sublicense fees due to Cephalon, (vii) the currency in which the sales were made, including the computations for any applicable currency conversions pursuant to Section 5.9, (viii) all other data enabling the Sublicense Revenue payable to be calculated accurately and (ix) a summary of progress against each commercial MilestoneChief Executive Officer, and an estimate of the timing of the achievement of the next commercial Milestone. Once the events set forth in sub-section Chief Financial Officer. (ad) or (b), above, have occurred, Periodic Reports shall be provided to Cephalon whether or not royalties, milestone payments or Sublicense fees are payable for a particular Calendar Quarter. In addition to the foregoing, upon Cephalon’s reasonable request, FBIO items set forth in paragraphs (a) through (c) above: (I) the BORROWER shall provide submit to Cephalon the LENDER such other information respecting the condition or operations, financial or otherwise, of the BORROWER or any SUBSIDIARY of the BORROWER as the LENDER may reasonably request from time to time; (II) the BORROWER shall submit to the LENDER all other financial statements, financial information and financial disclosures required to be submitted by the BORROWER pursuant to the terms of the other LOAN DOCUMENTS; and (III) the BORROWER shall otherwise comply with all other reporting, verification, inspection and other administrative requirements of the LENDER as reasonably requested by Cephalon, and shall otherwise cooperate with Cephalon as reasonably necessary, the LENDER from time to enable Cephalon to verify FBIO’s compliance with the payment and related obligations under this Agreement, including verification of the calculation of amounts due to Cephalon under this Agreement and of all financial information provided or required to be provided in the Periodic Reports and Annual Reports. * Confidential material redacted and filed separately with the Commissiontime.