Contract Variation relating to the Framework Services Agreement, dated February 23, 2021, by and between SmartKem Limited and CPI Innovation Services Limited

Clause No.

Original

Amended

Preamble

SMARTKEM LIMITED (company number 06652152) whose registered office is at Optic Technium Ffordd William Morgan, St Asaph Business Park, St Asaph, Clywd LL17 0JD (the Customer).

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SMARTKEM LIMITED (company number 06652152) whose registered office is Manchester Technology Center, Hexagon Tower, Blackley, Manchester M9 8GQ (the Customer).

1

Annual Minimum Spend means the Customer’s obligation to spend under this Agreement on Services with CPIIS: during the first Year of the Term, a minimum of ( ); during the second Year of the Term, a minimum of ( ); and during the third Year of the Term, a minimum of ( ) ; in each case before the relevant Annual Take or Pay Date under Clause 4.2, and as adjusted under Clause 4.3;

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Annual Minimum Spend means the Customer’s obligation to spend under this Agreement on Services with CPIIS: during the first Year of the Term, a minimum of ( ); during the second Year of the Term, a minimum of ( ) ; and during the third Year of the Term, a minimum of ( ); in each case before the relevant Annual Take or Pay Date under Clause 4.2, and as adjusted under Clause 4.3;

1

Annual Take or Pay Date means in respect of the first Year of the Minimum Term, 19 February 2022; in respect of the second Year of the Minimum Term, 19 February 2023; in respect of the optional third Year

Minimum Term, 19 February 2023; and in respect of the third Year, 19 February 2024;

of the Maximum Term, 19 February 2024;

1

Term means a minimum period of 2 Years from the Commencement Date (“Minimum Term”) and a maximum period of 3 Years from the Commencement date (“Maximum Term”) together the Term;

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Term means 3 Years from the Commencement date;