Amendment to the Notice of Award from the California Institute of Regenerative Medicine dated March 2, 2016 (Portions of this exhibit have been omitted pursuant to a request for confidential treatment)

                                    

Amendment Number: 2

Amendment Date: 3/2/16

 

The terms and conditions of the original NGA and any prior Amendments to the NGA continue in full force and effect except for those changes specified in this Amendment. The Principal Investigator and Authorized Organizational Official must sign and return this Amendment to CIRM within 30 days of the Amendment date stated above. CIRM may hold future payments on this Award until the fully signed Amendment is received. This Amendment replaces the Go/No Go and Progress Milestones set forth in Appendix A to the NGA, Amendment 1, and the disbursement schedule (“Quarterly Installments on Grant Payments”) in the NGA, Amendment 1, beginning with the previously planned 4/1/16 payment, and is effective immediately:

Operational Milestone achievement is an important indicator of progress and will determine future award disbursements.  Funds will not be disbursed until each Operational Milestone is achieved. Failure to achieve an Operational Milestone, as determined in CIRM’s sole discretion, will result in the suspension of further funding. These Operational Milestones will be used as a basis for payment disbursement, unless further modified with Prior Approval from CIRM.  Changes to Operational Milestones and/or Suspension Events shall be accomplished only by agreement of both parties via an Amendment to this Notice of Award.

The Operational Milestones (OM) and disbursement schedule are as follows:

CIRM will also impose Suspension Events; defined as any event that halts or terminates the planned clinical study including:

The Awardee must immediately report the occurrence of a Suspension Event to CIRM and must submit a plan to resolve the issues associated with the Suspension Event to CIRM within 30 days of the Suspension Event.  The Awardee may only use CIRM funds for allowable Project Costs for up to 30 days following the occurrence of a Suspension Event.  After 30 days, the Awardee must use its own funding for the project, unless CIRM, in its sole discretion, determines that Awardee has satisfactorily resolved the Suspension Event.

By continuing to accept and use CIRM funds provided under this award, Awardee and Principal Investigator accept the modified terms reflected in this Amendment.