0000950123-09-031598 Sample Contracts

Onyx Pharmaceuticals, Inc. 4,000,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • August 7th, 2009 • Onyx Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York

The undersigned understands that you, as representative (the “Representative”), propose to enter into (i) an Underwriting Agreement (the “Common Stock Underwriting Agreement”) on behalf of the several underwriters named in Schedule I to such agreement (the “Common Stock Underwriters”), with Onyx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), providing for the offer and sale of the common stock of the Company, $0.001 par value per share (the “Stock”) and (ii) an Underwriting Agreement (the “Convertible Notes Underwriting Agreement”) on behalf of the several underwriters named in Schedule I to such agreement (the “Convertible Notes Underwriters”), with the Company, providing for the offer and sale of the Company’s Convertible Senior Notes due 2016 (the “Notes” and, together with the Stock, the “Securities”). The Notes will be convertible into shares of Stock.

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Onyx Pharmaceuticals, Inc. 4.00% Convertible Senior Notes Due 2016 Underwriting Agreement
Underwriting Agreement • August 7th, 2009 • Onyx Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York

The undersigned understands that you, as representative (the “Representative”), propose to enter into (i) an Underwriting Agreement (the “Common Stock Underwriting Agreement”) on behalf of the several underwriters named in Schedule I to such agreement (the “Common Stock Underwriters”), with Onyx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), providing for the offer and sale of the common stock of the Company, $0.001 par value per share (the “Stock”) and (ii) an Underwriting Agreement (the “Convertible Notes Underwriting Agreement”) on behalf of the several underwriters named in Schedule I to such agreement (the “Convertible Notes Underwriters”), with the Company, providing for the offer and sale of the Company’s Convertible Senior Notes due 2016 (the “Notes” and, together with the Stock, the “Securities”). The Notes will be convertible into shares of Stock.

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