| Changes to Collaboration with Novartis July 2012 Description 2003 Original Agreement Terms 2012 Termination & Revised Relationship Agreement Terms Pipeline Rights NVS
had exclusive WW option to license all clinical products in IDIX pipeline if maintained above 30% ownership NVS had 50% co-marketing rights in US and Big 5 EU, exclusive commercialization ROW IDIX has WW rights to current and future drug candidates
Royalty paid to NVS on IDIX HCV product sales; percentage varies based on commercialized Idenix HCV product HCV Combo Rights If NVS licensed a drug candidate, it had exclusive clinical combination rights NVS 50% co-marketing rights in US and Big 5
EU, exclusive commercialization ROW NVS has a non-exclusive right to conduct HCV combination clinical trials for 7 years Drug candidates must meet specific criteria before the initiation of a combination trial Parties may negotiate commercialization
agreement in the future for successful combinations Non-HCV Rights NVS had exclusive WW option to license all clinical products in IDIX pipeline for all therapeutic areas if maintained above 30% ownership NVS had 50% co-marketing rights in US and
Big 5 EU, exclusive commercialization ROW NVS has no rights to therapeutic areas other than a non-exclusive right to conduct HCV combination clinical trials for 7 years Tyzeka(r)/Sebivo(r) (telbivudine) NVS had exclusive WW commercialization of
Tyzeka/Sebivo and paid royalty to IDIX on product sales IDIX made payments to third-parties in connection with intellectual property related to Tyzeka/Sebivo. NVS no longer pays a royalty to IDIX on Tyzeka/Sebivo sales NVS commits to reimbursing
IDIX for payments to third-parties in connection with intellectual property related to Tyzeka/Sebivo. Corporate Governance NVS had right to approve changes to capital structure and other material business decisions Terminated Board of Director
Representation NVS had right to designate two seats or one seat as long as it continued to hold at least 30% or 19.4% ownership, respectively NVS has the right to designate one seat as long as it continues to hold at least 15% ownership
Participation Rights in Public or Private Financing NVS had right to maintain its equity ownership NVS continues to have the right to maintain its equity ownership |
