Amendment One to Collaborative Research Agreement between National Research Council of Canada and Variation Biotechnologies Inc. effective December 21, 2020

Exhibit 10.47

PLEASE NOTE: CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.

Business Confidential – Protected B

THIS IS AN AMENDING AGREEMENT

WHEREAS the parties entered into an Agreement signed by the NRC on 30 March 2020 (called the “Original Agreement”) by which the Parties agreed to collaborate in a “Project”, described as: COVID-19 vaccine evaluation.

WHEREAS the parties wish to amend the Original Agreement. In consideration of the mutual covenants hereunder, the parties agree as follows

SIGNED by the Collaborator at Ottawa, Ontario

SIGNED by the NRC at Ottawa, Ontario

ANNEX SP – SCHEDULE OF PAYMENTS TO NRC

Billing address: See page 1

Billing contact:

*Plus applicable taxes

Accounts Receivable

National Research Council of Canada

1200 Montreal Road

Ottawa, Ontario, K1A 0R6

CANADA

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REVISED & EXPANDED STATEMENT OF WORK AND DELIVERABLES

Amendment to VBI-NRC Collaborative Research Agreement A-0035546: Multivalent Coronavirus vaccine development

The Client and NRC hereby agree to amend the workplan from the Original Agreement and expand to include a broader workplan relating to evaluation and manufacture of Client’s COVID-19 vaccines as set out below.

With the completion of the Stage 1 (Establish potency of VBI monovalent and multivalent coronavirus eVLP vaccine preparations) in the original workplan, VBI and NRC have agreed to expand the R&D collaboration to include follow-on pre-clinical evaluation, bioprocess optimization and scale-up work as well as additional productions for clinical trials.

The following activities, Stage 2, are meant to encompass the further scope for the workplan. Indicated budget figures are high-level estimates. Follow-on discussions between NRC and VBI will further refine the scope and associated budget. However, no increases to the amounts shown in the Budget will be effective unless agreed in writing by Client.

Note: VBI will be responsible to provide the plasmids needed for all productions.

Stage 1: Candidate Identification & Immunogenicity

The Client and NRC have agreed that the original workplan has been modified to accommodate 3 larger studies (29B609, 29B619 and 29B621) which included additional PRNT and ELISPOT work. The final price for these 3 studies is equivalent to the full maximum price for agreement A-00355546: [***]. The parties also agree to amend and extend this stage of work as follows:

Total estimated budget for new and amended tasks in Stage 1: $[***]

Stage 2: Tech Transfer & Process Development Activities

The approach for the following activities is to transfer the existing VBI manufacturing process to NRC at [***], and also to scale up the modified process to [***] (implementing [***] developed in Task 2.1 below) to produce product for use in later stage clinical trials. NRC will discuss approach together with VBI and further discussion may, with the agreement of the parties, change the scope for process modification. Nevertheless, process modification will be kept to a minimum in order to accelerate timelines. Given the at risk nature of this development, NRC is proposing to complete these development activities at risk and in consideration of future Retained Doses as per Exhibit B.

Given the COVID situation, there are a number of constraints on timelines in particular:

Annex A - Production of Clinical Trial Material

Annex B – Stage 4 - Additional Production

Annex C: Scope of Work for the Polishing Step for eVLP Purification.