AMENDMENT 1 TO THE COLLABORATION AGREEMENT BETWEEN

Exhibit 10.2

AMENDMENT 1 TO THE COLLABORATION AGREEMENT

BETWEEN

CERTAINTY THERAPEUTICS, INC.

AND

H. XXX XXXXXXX CANCER CENTER AND RESEARCH INSTITUTE, INC.

Moffitt Agreement Identifier:  Anixa-CERTainty Contract (Xxxxxx-Xxxxxx) 17-0173

Project Title:  Development of CAR-T/CER-T Therapies for Ovarian and Prostate Cancer

Xxxxxxx Principle Investigator:  Xx. Xxxx Xxxxxx-Xxxxxx

The Agreement described above was previously entered into on November 17, 2017 (hereinafter "Effective Date) by and between H. Xxx Xxxxxxx Cancer Center and Research Institute, Inc. a non-profit Florida corporation organized pursuant to Section 1004.43, Florida Statutes, whose address is 00000 Xxxxxxxx Xxxxx, Xxxxx, Xxxxxxx 00000 ("Moffitt") and Certainty Therapeutics, Inc., a corporation duly organized under the laws of Delaware whose address is 0000 Xxxxxxx Xxxxxxxxxx, Xxxxx 000, Xxx Xxxx, Xxxxxxxxxx 00000 (hereinafter "Company"). Moffitt and Company are hereinafter referred to individually as "Party" and collectively as "Parties."

WHEREAS, Moffitt requests an extension of the Agreement end date from November 17, 2019 to November 17, 2020; and

WHEREAS, Company agrees to Xxxxxxx’x extended participation in the investigation set forth in the Research Plan attached as Exhibit B to the original Agreement; and

WHEREAS, Moffitt and Company agree this amendment will continue to be governed by the Research Plan and milestone payment schedule defined in the original Agreement.

WHEREAS, Moffitt and Company agree to this modification as set forth by procedures described in Section 13.9 of the original Agreement.  

NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein as covenants, and the mutual promises herein made and exchanged, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Company and Moffitt agree to the following modification:

ARTICLE 7     Term and Termination.

            7.1       This Agreement will commence as of the Effective Date set forth in the first paragraph of this Agreement and unless terminated otherwise as provided herein, this Agreement will expire thirty-six (36) months from such date, unless extended upon mutual written agreement of the Parties (“Term”).

CERTAINTY THERAPEUTICS, INC.			H. XXX XXXXXXX CANCER CENTER AND RESEARCH INSTITUTE, INC.
BY:	/s/ Xxxx Xxxxx		BY:	/s/ Xxxxxxxx X. Xxxxxx
Name:	Xxxx Xxxxx		Name:	Xxxxxxxx X. Xxxxxx
Title:	Chief Executive Officer (CEO)		Title:	Director, Office of Sponsored Research