Success Payment

Success Payment. Shall have the meaning given in Section 7. { * } = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. 2

Success Payment. The positive difference, if any between (A) the amount (in millions) set forth in Exhibit G beneath the greatest Trigger Value that the Multiple of Initial Equity as of the Valuation Date meets or exceeds, less (B) all payments previously made to MSKCC on Success Payment Dates pursuant to Section 3