CONFIDENTIAL TREATEMENT

EXHIBIT 10.2

CONFIDENTIAL TREATEMENT

Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. Such Portions are marked “[*]” in this document; they have been filed separately with the Commission.

RESEARCH AGREEMENT

THIS AGREEMENT, effective as of the date of the last duly authorized signature below (the “Effective Date”), is entered into by and among IASO BioMed, Inc., with a place of business located at 7315 East Peakview Avenue, Centennial, Colorado 80111 (“IASO BioMed, Inc.”), The Research Institute of the McGill University Health Centre, with an address of 2155 Guy Street, Suite 500, Montreal QC H3H 2R9 (the “Institution”) and Dr. Vassilios Papadopoulos, with an address of The Research Institute of the McGill University Health Centre, 1001 Decarie Blvd., Bloc E, Montreal QC H4A 3J1 (the “Principal Investigator”), governing a research study entitled: “Peptide-based pharmacological induction of androgen formation in male hypogonadism” (the “Study” or “Research Program”), to be conducted by the Principal Investigator at the Institution. IASO BioMed, Inc., Institution, and Principal Investigator shall collectively be referred to as “parties” and individually as a “party”.

WHEREAS, IASO BioMed, Inc., desires to provide certain funding as part of the research activities described above;

WHEREAS, the Institution has the facilities and personnel to conduct the Research Program and the Principal Investigator has the expertise and is willing to perform same; and

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained and intending to be legally bound hereby, the parties hereto agree as follows:

If to Institution:

The Research Institute of the McGill University Health Centre

2155 Guy Street, 5^th Floor

Montreal QC H3H 2R9, Canada

Attention: Ms. Cinzia Raponi, CPA, CMA

General Director, Administration

If to Principal Investigator:

The Research Institute of the McGill University Health Centre

1001 Decarie Blvd, Bloc E

Montreal QC H4A 3J1, Canada.

Attention: Dr. Vassilios Papadopoulos

If to IASO BioMed, Inc:

7315 East Peakview Avenue,

Centennial,

Colorado 80111, USA

Attention: Mr. Richard Schell

SIGNATURE PAGE FOLLOWS

IN WITNESS WHEREOF, this Agreement has been executed in triplicate by the duly authorized representatives of the parties hereto:

EXHIBIT A

BRIEF DESCRIPTION OF RESEARCH PROJECT

Title

Peptide-based pharmacological induction of androgen formation in male hypogonadism

Scientific rationale

Testosterone (T) contributes to quality-of-life and well-being. Male development, virilization, sexual differentiation, and fertility rely on T production throughout life. Reduced serum T is common among (i) subfertile and infertile young men (primary and secondary hypogonadism); (ii) aging men because T levels decline after age 40 and are low in most men older than 60 (mainly primary but occasionally secondary hypogonadism); (iii) men with orchitis and following trauma (injury to genitalia, spinal cord injury), torsion, surgery, chemotherapy, irradiation, and in response to some medications (acquired hypogonadism). Reduced T is often associated with mood changes, fatigue, depression, decreased lean body mass, reduced bone mineral density, increased visceral fat, metabolic syndrome, decreased libido, and reduced sexual function. Testosterone replacement therapy (TRT) is used clinically to restore T levels.

TRT can be used to treat many of the symptoms associated with low T. In general, TRT shows clinical benefit in patients with andropause. However, TRT can suppress luteinizing hormone (LH) production, making this approach inappropriate for men who wish to have children and it is not recommended for patients with identified risk of prostate or breast cancer. Fluctuating T levels, skin irritation, T transfer to others through skin contact, worsened sleep apnea and high hematocrit are additional disadvantages of TRT. Recent studies demonstrated increased risk of adverse cardiac outcomes, including myocardial infraction, associated with TRT leading to FDA imposing a warning label for TRT. These findings also brought to light the increased use/misuse of androgenic steroids by healthy individuals, used to enhance muscular mass and adjust to age-related decline of T levels. Considering the clinical benefits of TRT, but its significant side-effects and misuse, alternative strategies for increasing T are needed.

Relevance of target to proposed indication

In search of the mechanisms regulating T synthesis in testes, we identified the 14-3-3ε protein adaptor as a negative regulator of Leydig cell steroidogenesis. Steroidogenesis begins in mitochondria. 14-3-3ε interacts with the outer mitochondrial membrane VDAC1 protein, forming a scaffold that limits the availability of cholesterol for steroidogenesis. [*]

Aim of the project

To undertake proof-of-principle in vivo preclinical study designed to assess the long-term effectiveness of TVS167 on restoring intra-testicular and serum T levels in hypogonadal young (LH-suppressed) and aged rats.

Work plan

[*]

EXHIBIT B

BUDGET

IASO BioMed, Inc., funding responsibility hereunder is limited to the Funding Amount. In the event that the Funding Amount does not cover all items included in the Budget, IASO BioMed, Inc., and the Investigator shall be able to make modifications in order to fund any additional studies agreed by both parties.