SECOND AMENDMENT TO THE TECHNOLOGY LICENSE, DEVELOPMENT, RESEARCH AND COLLABORATION AGREEMENT

New Definitions. The Parties hereby agree to add the following defined terms to Section 1:

Designation of JV Products as Products and Large Market Products. The Parties hereby agree that (a) pursuant to Section 2.1 of the Agreement, on and after the Second Amendment Date, each Farnesane Diesel Product and Farnesane Jet Product shall be considered a Product, notwithstanding the exclusion of farnesene-derived diesel as a Specific Product from the definition of Products, and (b) each Farnesane Diesel Product and Farnesane Jet Product is deemed a Large Market Product and the procedures set forth in Section 2.2(d) of the Agreement with regard to designating Products as Large Market Products are deemed satisfied with regard to the JV Products. For clarity, notwithstanding that farnesene is a JV Product, it is not a Product for the purposes of the Agreement. However, farnesene is a Lead Compound for the Biofene Development Project and may become a Product for the purposes of the Agreement if and when the Parties agree in writing.

Scope. The Parties hereby agree that (a) pursuant to Section 2.2 of the Agreement, as of the Second Amendment Date, the Biofene Development Project is deemed to be approved by the Management Committee in accordance with the terms of the Agreement, (b) the Improvement Scope for the Biofene Development Project shall not be any broader than the Biofene Development Project Scope, (c) any and all Inventions developed by or on behalf of either Party that constitute Improvement Scope IP for the Biofene Development Project, which Inventions relate to the production of farnesene from fermentation of a Farnesene Strain and purification of such farnesene from

Term. The Biofene Development Project shall continue unless and until the earliest to occur of (i) the Parties agree to terminate the Biofene Development Project by mutual written agreement, (ii) the achievement of the final milestone for the Biofene Development Project, as determined by the Management Committee, or (iii) July 31, 2016 unless otherwise determined by the Management Committee and in no event later than March 1, 2017 (the earlier of clause (ii) or (iii), “Project Completion Date”) or (iv) TOTAL's exercise of a No-Go Decision under the Master Agreement as to both JV Products.

Governance. The governance of the Biofene Development Project shall be as follows and in the event of any inconsistency with the terms of Section 2.5 of the Agreement, the following terms shall govern the Biofene Development Project:

Decision Making. Decision-making with regard to the Biofene Development Project shall be made by the Management Committee, subject to the terms of this Second Amendment. The Joint Steering Committee shall have no role or responsibilities in the Biofene Development Project and any responsibilities assigned to the Joint Steering Committee shall be reassigned to the Management Committee for such project. All decisions of the Management Committee shall be by majority vote. In the event of a disagreement at the Management Committee, such dispute shall be referred to the CEO of AMYRIS and the Senior Vice President, Business and Operations, of TOTAL or his/her designee for resolution within ten Business Days and they shall resolve such dispute.

Management Committee Responsibilities. With regard to the Biofene Development Project, the general role of the Management Committee with respect to the Biofene Development Project shall be to oversee progress of and manage, as described in Exhibit A, the Biofene Development Project with disputes resolved as described in Section A. The Management Committee shall have authority over Biofene Development Project objectives, content and activities as described on Exhibit A hereto.

Access to Information AMYRIS shall provide TOTAL with information relating to Biofene Development Project as specified on Exhibit D hereto.

AMYRIS Responsibilities. AMYRIS shall have, on a daily basis, operational responsibility for the execution of the specific activities undertaken within the Biofene Development Project, consistent with the Biofene Development Project Plan, subject to the oversight and direction of the Management Committee as specified in Section 4.B above.

Use of Collaboration IP. If there is a No-Go Decision or if the Biofene Development Project otherwise terminates by mutual agreement of the Parties, the restrictions set forth in Section 2.2(d) of the Agreement regarding use of Collaboration IP in a project competing with the Biofene Development Project having farnesene as the Lead Compound and Farnesane Diesel Product or Farnesane Jet Product as the Product shall not apply to AMYRIS with

Funding.

Funding of the Biofene Development Project. In lieu of the application of Sections 2.7(a), (b), (c), (e) and (f) of the Agreement, the Parties hereby agree that the Biofene Development Project shall be funded solely under the Master Agreement, except as provided in Section 17 below. The Parties agree that as of the Second Amendment Date, except as otherwise expressly provided in this Second Amendment, the Master Agreement, Stock Purchase Agreement (as defined in the Master Agreement) and Notes (as defined in the Master Agreement), neither Party shall have any obligation to pay for or reimburse the other Party for any R&D Costs incurred with respect to the Biofene Development Project.

Prior R&D Costs related to the Renewable Diesel Program and the Biojet Development Program; Collaboration IP. The aggregate amount of US$63.3 million paid by TOTAL for R&D Costs for the Biojet Development Program and the Renewable Diesel Program (as defined in the First Amendment) were paid for R&D Activities. Such prior payments are not refundable to TOTAL, except in the case of the payments under the Renewable Diesel Program as expressly provided in the Notes. Certain Inventions and related intellectual property were developed in connection with such R&D Activities prior to the date of this Second Amendment, and for clarity all such Inventions and related intellectual property shall be treated as Collaboration IP under the Agreement.

Section 2.7 of Agreement. The Parties understand and agree that the funding described in Section 6.A above is in lieu of any other payments for the future conduct of any R&D Activities under the Agreement under the Biofene Development Project (unless otherwise agreed by the Parties in the future), and as of the Second Amendment Date no further amounts are due or shall be due from TOTAL under Section 2.7(c) of the Agreement for any R&D Activities or R&D Costs for the Biofene Development Project or any other project (but for clarity Section 2.7(a) would govern any future projects under the Agreement other than the Biofene Development Project).

Exclusivity.

Notwithstanding the provisions of Section 2.8(a) of the Agreement, the one-year period described in the first sentence of Section 2.8(a) shall not apply where farnesene is the Lead Compound and Farnesane Diesel Product or Farnesane Jet Product is the Product within the Biofene Development Project Scope.

The Parties agree that the following activities may be conducted during the term of the Biofene Development Project as described below, and for clarity agree that the limitations of Section 2.3 of the Agreement shall not apply to such activities:

Permitted Activities. AMYRIS or TOTAL, as the case may be, may, itself or with Third Parties, conduct the activities listed below, and such activities shall not be

Non-Collaboration IP. With respect to activities conducted independently by one or both Parties under Section 7.B.1 above, any Invention(s) made or otherwise developed by a Party(ies) in connection with such activities shall solely owned by such Party (or in the case of joint Inventions, jointly), and all such Invention(s) shall be Non-Collaboration IP.

Diesel Certification Activities. To avoid unnecessary duplication of any activities conducted independently by the Parties with respect to Section 7.B.1(ii) above, the Parties agree to coordinate their activities relating to certification (per ASTM or EN or other applicable standards) of Farnesane Diesel Product. Each Party shall be responsible for its own costs incurred in connection with such activities. Any documentation and intellectual property made or otherwise generated in connection with activities conducted in order to certify the Farnesane Diesel Product (“Diesel Certification Materials”) shall be solely owned by the Party developing such documentation and intellectual property. If the JV Company (or any of its Affiliates or sublicensees) uses the Diesel Certification Materials to sell the Farnesane Diesel Product as certified, then the JV Company shall be obligated to repay to TOTAL and/or AMYRIS all documented amounts expended by such Parties in the creation of the applicable Diesel Certification Materials generated after the Second Amendment Date; provided however, for activities conducted by AMYRIS Brazil in furtherance of its business in Brazil, no reimbursement shall apply if the Brazil Business has been purchased by the JV Company.

Jet Certification Activities. The Parties intend to jointly conduct the activities relating to certification (per ASTM or DefSTAN) of Farnesane Jet Product. TOTAL shall be responsible for leading such activities and shall coordinate with AMYRIS to ensure that work being conducted by AMYRIS in Brazil is not duplicated. Each Party shall bear the costs of the participation of its own personnel and consultants in such activities. Any documentation and intellectual property generated by either Party in connection with activities conducted in order to certify the Farnesane Jet Product (the “Jet Certification Materials”) may be used, without charge (a) by AMYRIS to support its business development initiatives in Brazil, (b) by TOTAL. If the JV Company uses the Jet Certification Materials to sell Farnesane Jet Product as certified, then the JV Company shall be obligated to repay to TOTAL and/or AMYRIS all documented amounts expended by such Party in generating the applicable Jet Certification Materials generated after the Second Amendment Date; provided however, for activities conducted by AMYRIS Brazil in furtherance of its business in Brazil, no reimbursement shall apply if the Brazil Business has been purchased by the JV Company.

Recovery and Purification Activities. With regard to process development to recover and purify farnesene from fermentation broth for jet fuel applications, if the Management Committee approves independent development of such process development by TOTAL, TOTAL may conduct these activities at its expense, but such activities shall be considered conducted within the Biofene Development Project and the Agreement. If the JV Company uses any Collaboration IP

Additional Licenses. AMYRIS hereby grants to TOTAL a non-exclusive, royalty-free license under the AMYRIS Farnesene IP (1) to conduct the activities permitted under Section 7.B.1(i) of this Second Amendment; and (2) to conduct the activities permitted under Section 7.B.1(ii) and (iii) of this Second Amendment, in each case (1) and (2) in accordance with the Agreement. For clarity, such license does not cover activities conducted after termination of the Biofene Development Project unless otherwise agreed by the Parties in writing.

Material Transfer. To facilitate the conduct of the permitted activities set forth in Section 7 of this Second Amendment, AMYRIS shall sell to TOTAL, at AMYRIS' actual manufacturing cost, such quantities of farnesene, farnesane and other farnesene derivatives as TOTAL may reasonably request during the term of the Biofene Development Project under an MTA that is substantially similar to the MTA template agreed by the Parties.

Additional Licenses to AMYRIS and JV.

Hydrogenation Patent Rights. With respect to any patent rights filed on results generated in the development activities conducted by TOTAL pursuant to Section 7.B.1(i) of this Second Amendment, if requested by AMYRIS, TOTAL will grant to AMYRIS a non-exclusive, sublicenseable, royalty-bearing license, under patents resulting from TOTAL hydrogenation activities with farnesene and/or farnesene derivatives provided by AMYRIS, to the extent such patents  would enable AMYRIS to practice AMYRIS Farnesene IP that AMYRIS otherwise could not practice due to the claims of the TOTAL patents to Make and Sell (i) in the Excluded Markets, products derived from farnesene, or (ii) products other than those that compete with products commercialized by TOTAL or its Affiliates, on a country by country basis. In the event that AMYRIS wishes to obtain a license for any such products, it may notify TOTAL of the proposed products and jurisdictions for which it wishes to obtain a license, and in such case, the Parties shall promptly consult regarding TOTAL's plans and activities with respect to such products and jurisdictions. If there is a disagreement regarding whether the products compete with those products commercialized by TOTAL or its Affiliates, as described in clause (ii), the senior executives shall as soon as possible meet and attempt in good faith to resolve the disagreement. If they are unable to reach agreement on the behalf of the Parties such disagreement shall be resolved by arbitration. With respect to any published patent applications or patents filed on results generated in the development activities conducted by TOTAL pursuant to Section 7.B.1(i) of this Second Amendment if requested by the JV Company, TOTAL will grant to the JV Company an exclusive, worldwide, royalty-bearing (at a commercially reasonable rate) license, under published patent applications and patents resulting from TOTAL hydrogenation activities with farnesene and/or farnesene derivatives provided by AMYRIS conducted pursuant to Section 7 above, to develop

Certification. With respect to any intellectual property rights arising out of the certification activities conducted by TOTAL pursuant to Section 7.B.1(ii) or (iii) of this Second Amendment, if requested by the JV Company, TOTAL will grant to the JV Company an exclusive, worldwide, sublicensable, royalty-free license, subject to reimbursement for the documented amounts described in Section 7.B.4 of this Second Amendment, under such intellectual property rights necessary to use the Jet Certification Materials and Diesel Materials, in each case as certified, as described in Section 7.B.1 of this Second Amendment and to Make and Sell Farnesane Diesel Product or Farnesane Jet Product, in each case as certified. With respect to any intellectual property rights arising out of the certification activities conducted by AMYRIS pursuant to Section 7.B.1(ii) or (iii) of this Second Amendment, if requested by the JV Company or by TOTAL (in the case of a TOTAL Buy-Out), AMYRIS will grant to the JV Company or to TOTAL (in the case of a TOTAL Buy-Out), an exclusive, worldwide, sublicensable, royalty-free license, subject to reimbursement for the documented amounts described in Section 7.B.1 of this Second Amendment under such intellectual property rights to use the Jet Certification Materials and Diesel Materials as described in Section 7.B.1 of this Second Amendment and to Make and Sell Farnesane Diesel Product or Farnesane Jet Product.

Implementation of License Rights. For any license described in this Section 9, if the JV Company, TOTAL (in the case of a TOTAL Buy-Out) or AMYRIS, as applicable, provides notice that it wishes to obtain a license as described therein, the licensor and the licensee shall promptly negotiate in good faith royalty and other terms, which shall reflect market conditions for the licensed intellectual property rights.

TOTAL Go/No-Go Decisions.

No-Go Decisions. In the event that under the Master Agreement, TOTAL exercises No-Go Decision (including a Final No-Go Decision) for both JV Products, then concurrently (i) the Biofene Development Project shall terminate (if not already completed); and (ii) the Farnesane Diesel Product and the Farnesane Jet Product shall cease to be Products (and farnesene shall cease to be a Lead Compound for the Biofene Development Project) for the purposes of the Agreement.

Jet Go Decision. In the case of a Jet Go Decision, the Farnesane Diesel Product shall then cease to be a Product for the purposes of the Agreement and shall cease to be a JV Product, but the Farnesane Jet Product shall continue to be a Product and a JV Product. In such case the Field thereafter shall no longer include diesel fuels.

AMYRIS Included IP; JV Licenses.

AMYRIS Farnesene Included IP and AMYRIS Hydrogenation IP as listed in Exhibit A shall be considered in the AMYRIS Included IP pursuant to Section 6.1(c) of the Agreement (without the need for the procedures set forth therein) solely for the

Notwithstanding the scope of the licenses to be granted to the JV Company pursuant to the Agreement, including Section 6.6(a) of the Agreement, if there is a Go Decision with respect to the applicable JV Product by the deadline specified in the Master Agreement or a Jet Go Decision, in lieu of such licenses, each Party shall grant to the JV Company (or in the case of a TOTAL Buy-Out, AMYRIS shall grant TOTAL) for the JV Products the licenses as set forth on Exhibit B (the “License Terms”). Unless otherwise agreed in writing, the definitive license agreement entered into by either Party and the JV Company shall not contain any terms inconsistent with the License Terms applicable to such Party or any material obligations in addition to those set forth in the License Terms as applied to such Party on the JV Company.

Except in the case of a No-Go Decision prior to March 31, 2013, to provide certainty that the licenses decribed in Exhibit B above are available to the JV Company, no later than March 31, 2013,  each Party shall grant certain licenses on certain terms agreed by the Parties.  The Parties agree that the grant of such license from AMYRIS is a material factor in TOTAL's determination regarding whether to make a Go Decision.

If there is a TOTAL Buy-Out, the licenses to be granted to the JV Company by AMYRIS shall be granted, pursuant to the License Terms, to any such entity(ies) as may be designated by TOTAL, in lieu of being granted to the anticipated JV Company.

AMYRIS Agreements with Third Parties.

AMYRIS has informed TOTAL that AMYRIS has received the following two grants from the U.S. government: (i) Scale-Up and Mobilization of Renewable Diesel & Chemical Production from Common Intermediate Using US-Based Fermentable Sugar Feedstocks (IBR Cooperative Agreement), Award No. DE-EE0002869 (the “IBR Grant”) and (ii) Biocatalyst Development for the National Advanced Biofuels Consortium (NABC) Subcontract ZFT-0-40623-01 (the “NABC Grant”). AMYRIS has further informed TOTAL that none of the subject matter disclosed by the patents and patent applications listed on the Patent List was funded by either the IBR Grant or the NABC Grant, and TOTAL is relying on such representation in entering into this Second Amendment.

TOTAL acknowledges that it is possible that after the Second Amendment, AMYRIS may file one or more patent applications comprising Farnesene Production IP, which patent applications disclose inventions generated under either the IBR Grant or the NABC Grant, thereby subjecting such patent applications and any resulting patents and their use to certain restrictions and obligations to the United States government. TOTAL acknowledges that the rights of AMYRIS, TOTAL and their respective Affiliates', and the rights of the JV Company with regard to the applicable patent applications and patents will be subject to any rights of the U.S. government or any other relevant government entity arising as a result of such grants (including march-in rights) and will be subject to any restrictions on such exploitation. In such case, the

Limitation of Rights to Use Farnesene Production IP from Licenses. The Parties hereby agree that, notwithstanding the terms of the Agreement, (a) the licenses granted or to be granted to TOTAL in Section 6.3(b) of the Agreement will exclude the right for TOTAL to use Farnesene Production IP for further optimization of a Commercial Farnesene Strain other than by means of random mutagenesis, (b) the licenses in Section 6.2(c) and 6.3(a) of Agreement shall not apply to any JV Product, and (c) the licenses in Sections 6.3(d) and (e) of the Agreement will not include the right of TOTAL to use Farnesene Production IP for the production of farnesene from fermentation of a Farnesene Strain and subsequent purification of farnesene to hydrogenation grade (but for clarity, this clause (c) is not intended to limit the licenses granted to TOTAL in Section 7.C of this Second Amendment or as may arise under the TOTAL Buy-Out or Article 4 of the Master Agreement or are otherwise agreed by the Parties in writing).

Terms Relating to JV Activities. In view of the agreement of the Parties to the terms of this Second Amendment and the Master Agreement, Sections 3.1, 3.2 (other than 3.2(a), (c) and (e)) and 3.3 of the Agreement shall not apply to the JV Products.

Representation and Warranty. The following representation and warranty, to be effective as of the Second Amendment Date, is added to Section 8.2 of the Agreement:

Exception to AMYRIS Representations, Warranties and Covenants in Section 8.2(q). The Parties hereby agree that by exception to Section 8.2(q) of the Agreement, Farnesene Strains may be disclosed to any Third Party during the Term by AMYRIS, provided that such

Seconded Employees. Exhibit C shall apply with regard to Seconded Employees for the Biofene Development Project. In particular, but without limitation, the Parties have agreed preliminarily on [*] positions that will be filled by Seconded Employees. The Parties shall negotiate in good faith within ninety (90) days after the Second Amendment Date any amendments to the Secondment Agreement that are required in order to be consistent with the principles in such Exhibit.

Prior R&D Activities Relating to Diesel and Jet.

Existing Biojet Program. The Biojet Development Project approved by the Management Committee on March 4, 2011 shall be suspended as of September 30, 2012 (i.e., no additional work shall be conducted unless and until authorized by the Parties in writing or the Management Committee). During the period from the Second Amendment Date and September 30, 2012, the R&D Activities conducted in the Biojet Development Program shall be focused on preparing a report and a patentability assessment of Inventions generated (as described in Exhibit E), for the Joint Steering Committee and Management Committee to decide on the additional R&D activities to take prior to suspension of the Biojet Development Project and for clarity, any filing of patent applications with respect to such Inventions shall be governed by Section 6.8 of the Agreement. For clarity, any Inventions made in connection with the Biojet Development Project shall be Collaboration IP.

First Amendment. The First Amendment is superseded by this Second Amendment and as of the Second Amendment Date shall have no force or effect. For clarity, as to those terms defined in both the First Amendment and this Second Amendment, the definition provided in this Second Amendment shall apply. For further clarity, the intent of the Parties is and was that, notwithstanding the terms of Section 8 of the First Amendment, sections (a) and (c) of such Section 8 were not triggered and that the Renewable Diesel Development Project Plan (as defined in the First Amendment) was in effect through the Second Amendment Date (and the intellectual property provisions of the Agreement apply to R&D Activities in connection therewith).

Construction. The principles set forth in Section 13.12 of the Agreement shall apply to this Second Amendment. References to Sections are references to sections of the Agreement except as otherwise expressly provided.

Amendment Effective Date; Incorporation of Terms; Continuing Effect. This Second Amendment shall be deemed effective for all purposes as of the Second Amendment Date. The amendment to the Agreement set forth in this Second Amendment shall be deemed to be incorporated in, and made a part of, the Agreement, and the Agreement and this Second Amendment shall be read, taken and construed as one and the same agreement. Except as otherwise expressly amended by this Second Amendment, the Agreement shall remain in full force and effect in accordance with its terms and conditions, except the First Amendment shall no longer have any force and effect.

Entire Agreement. The Master Agreement and the Agreement (including this Second Amendment) contain the entire agreement between TOTAL and AMYRIS with respect to the subject matter hereof and supersedes any and all prior agreements and understandings, oral and written, with respect to such matters. In any conflict between this Second Amendment and the other terms of the Agreement, this Second Amendment shall control.