Amendment No

Contract #75A50120C00034 Modification P00010

The purpose of this modification is to rescind the Defense Priority and Allocations System (DPAS) rating on contract # 75A50120C00034 effective the date of the letter dated July 13, 2021. The DPAS priority rating was added in modification P00004. In addition, Section H.3 Key Personnel, has been updated.

This is a DO rated order for the purpose of emergency preparedness and the Contractor shall follow all the provisions of the Defense Priorities and Allocations System regulation (15 CFR Part700). If the contractor needs to utilize industrial resources to fulfill this rated order for capacity and industrial expansion, it is authorized pursuant to 15 CFR §700.16(b) to place the same priority rating and program identification symbol on its orders for industrial resources with its suppliers.

The purpose of this no cost bilateral modification is to provide notice that this is a priority DO-H5 rated Contract #75A50120C00034. The Contractor and its subcontractors at all tiers are required to follow all of the provisions of the Defense Priorities and Allocations System regulation (15 C.F.R. part 700) as this contract is certified for national defense and emergency preparedness use. The authority for this rating is attached (Attachment A). The priority rating issued pursuant to the authorization is subject to the restrictions in the authorization.

The Parties agree that this change from an unrated contract to a DO-H5 priority rated is a no-cost change.

Upon execution of this modification, the Contractor and its subcontractors must give the appropriate preferential treatment to the contract as of the date of the modification. The Contractor shall accept, perform, and prioritize this contract.

The Parties agree that this modification to rate this contract does not significantly alter the production or delivery schedule already in existence under this contract.

This contract shall take precedence over any and all other contracts and orders that do not have a priority rating and shall take precedence over orders or contracts that have the same level of priority rating but were received later in time.

This priority rating allows the Contractor to priority rate orders to its subcontractors and suppliers for purpose of fulfilling the priority-rated order expediently.

This priority rating automatically expires at the end of the contract’s period of performance. The parties agree that the U.S. Government (USG) may withdraw or extend this authorization at any time prior to the expiration of the contract’s period of performance at no cost to the USG.

If the Contractor and/or its subcontractors are unable to comply fully with the terms of this rated order Clause, the Contractor must immediately notify the Assistant Secretary for Preparedness and Response (ASPR) in writing and explain the extent to which compliance is possible and provide reasons why full compliance is not possible.

Contract #75A50120C00034 Modification P00010

The contractor understands that use of this DO-rating can only be used for the procurement of raw materials, consumables, equipment, etc. necessary for the work covered under the scope of this contract.

The Contractor agrees that the Government's right to exercise priorities and allocations authority with respect to this contract to include the use of directives constitutes a no-cost change to this contract. The written signature on a manually placed order, or the digital signature or name on an electronically placed order, of an individual authorized to sign rated orders for the person placing the order is provided. The signature, manual or digital, certifies that the rated contract is authorized under this regulation and that the requirements of this regulation are being followed. This language shall be added to the contract or task order by modification, if previously awarded.

This is a rated order certified for national defense use and you are required to follow all provisions of the Defense Priorities and Allocations System regulations (15 CFR part 700). This rated order is placed for the purpose of emergency preparedness.

The Parties agree that this modification includes the following documents:

Assistant Secretary for Preparedness & Response Washington, D.C. 20201

July 13, 2021

[***]

[***]

Moderna Therapeutics, Inc.

200 Technology Square

Cambridge, MA 02139-3578

[***]

Subject: Rescission of DPAS rating on HHS Contract 75A50120C00034 Dear [***],

This letter is to notify you that the U.S. Department of Health and Human Services has rescinded the Defense Priority and Allocations System (DPAS) rating for the subject agreement, as of the date of this letter. Any materials or consumables acquired with this priority rating must still be used on this, or at the direction of the Contracting Officer, another US Government agreement before being used for any other purpose. Please note that a bilateral modification to remove the subject rating from the agreements will be forthcoming from the contracting officer.

Please notify any suppliers with whom Moderna has placed rated orders of this rescission as soon as possible and confirm with [***] the notifications have been sent. Please feel free to reach out to [***] if you have any questions.

Sincerely,

                                 /s/ [***]    

[***]

[***]

Contract #75A50120C00034 Modification P00010

Pursuant to HHSAR 352.237-75 (Dec 2015), Key Personnel, any key personnel specified in this contract are considered to be essential to work performance. At least thirty (30) calendar days prior to the Contractor voluntarily diverting any of the specified individuals to other programs or contracts the Contractor shall notify the Contracting Officer and shall submit a justification for the diversion or replacement and a request to replace the individual. The request must identify the proposed replacement and provide an explanation of how the replacement's skills, experience, and credentials meet or exceed the requirements of the contract (including, when applicable, Human Subjects Testing requirements). If the employee of the Contractor is terminated for cause or separates from the Contractor voluntarily with less than thirty (30) calendar-day notice, the Contractor shall provide the maximum notice practicable under the circumstances. The Contractor shall not divert, replace, or announce any such change to key personnel without the written consent of the Contracting Officer. The contract will be modified to add or delete key personnel as necessary to reflect the agreement of the parties. The following individuals are determined to be key personnel:

Table with detail provided.

Updated Key Personnel