Estimated Cost($) Fixed Fee($) Estimated Cost Plus Fixed Fee($)
Exhibit 10.6
BEGINNING WITH THE EFFECTIVE DATE OF THIS MODIFICATION, THE GOVERNMENT AND THE CONTRACTOR MUTUALLY AGREE AS FOLLOWS:
ARTICLE B.3. OPTION FOR PHASE II subparagraph d is revised as follows:
d. If the Government exercises its option pursuant to the OPTION PROVISION Article in SECTION H of this contract, the Government’s total estimated contract amount represented by the sum of the estimated cost plus the fixed fee will be increased as follows:
Estimated Cost($) | Fixed Fee($) | Estimated Cost Plus Fixed Fee($) | ||||||||||
| Base Period 9/19/2014-8/03/2015 | $ | 181,105 | $ | 10,866 | $ | 191,971 | ||||||
Option Period: 8/04/2015-8/03/2017 | $ | 1,347,280 | $ | 80,837 | $ | 1,428,117 | ||||||
| Total [Base Period and Option] | $ | 1,528,385 | $ | 91,703 | $ | 1,620,088 | ||||||
ARTICLE B.4. ADVANCE UNDERSTANDINGS, subparagraph b., is revised as follows:
b. Subcontract
A fixed type subcontract with Rhode Island Hospital for Phase I for an amount not to exceed $65,549 for the period for the period 9/19/2014-8/03/2015.
If the Government exercises its option for Phase II pursuant to the Option Provision Article in Section H of this contract, the total estimated Subcontract amount will be increased as follows:
Option - 8/04/2015-8/03/2017 - $623,269
ARTICLE F.1. PERIOD OF PERFORMANCE- is revised as follows:
| a. | The period of performance of this contract shall be from 09/19/2014 through 08/03/2017. |
| b. | If the Government exercises its option pursuant to the OPTION PROVISION Article in Section H of this contract, the period of performance will be increased as listed below: |
| Option | Option Period | |
| Option for Phase II | August 04, 2015 - August 03, 2017 |
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ARTICLE F.2. DELIVERIES-subparagraph b is revised as follows:
b. The above items shall be addressed and emailed to xxxxxxxxxxxxxxxxxx@xxxx.xxx.xxx .The following addresses are provided for general correspondence and other deliveries:
| Addressee | Deliverable Item No | Quantity | ||
Xxxxxx Xxxxx, Contract Specialist National Cancer Institute Office of Acquisitions, 0000 Xxxxxxx Xxxxxx Xxxxx, Xxxx 0X000 MSC 0000 Xxxxxxxx, XX 00000-9705 |
1-14, 16-21 | Electronically | ||
Xxxxx Xxxxxxxxx, COR National Cancer Institute NCI SBIR & STTR Programs, Room1W5429609 Medical Center Drive, MSC9705Bethesda, MD 20892-9705 |
2-12 | Electronically | ||
OPERA, OEH, NIH6705 Rockledge DriveSuite 310, MSC 0000Xxxxxxxx, Xxxxxxxx 00000- 7980 |
13-15 | Electronically |
ARTICLE G.3. INVOICE SUBMISSION/CONTRACT FINANCING REQUEST AND CONTRACTFINANCIAL REPORT - 2.f. and 2.h are revised as follows:
2.f. The contract period of performance is: 9/19/2014 - 08/03/2017 2.h. Contract line items as follows:
| Line Item # | Line Item Description | |
| 1 | Clinical Development of IPdR for Radiosensitization | |
| 2 | Phase II Clinical Development of IPdR for Radiosensitization |
ARTICLE l.l. GENERAL CLAUSES FOR A FIXED-PRICE RESEARCH AND DEVELOPMENT SBIR PHASE II CONTRACT- is deleted and replaced in its entirety.
This contract incorporates the following clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically as follows: FAR Clauses at: xxxx://xxx.xxxxxxxxxxx.XXx/xxx/ . HHSAR Clauses at: http: //xx x. h hs.RQv/policies/ h hsarZsubpart352.htm I
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a. FEDERAL ACQUISITION REGULATION (FAR) (48 CFR CHAPTER 1) CLAUSES:
| FAR CLAUSE NO. | DATE | TITLE | ||
| 52.202-1 | Nov 2013 | Definitions (Over the Simplified Acquisition Threshold) | ||
| 52.203-3 | Apr 1984 | Gratuities (Over the Simplified Acquisition Threshold) | ||
| 52.203-5 | May 2014 | Covenant Against Contingent Fees (Over the Simplified Acquisition Threshold) | ||
| 52.203-6 | Sep 2006 | Restrictions on Subcontractor Sales to the Government (Over the Simplified Acquisition Threshold) | ||
| 52.203-7 | May 2014 | Anti-Kickback Procedures (Over the Simplified Acquisition Threshold) | ||
| 52.203-8 | May 2014 | Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity (Over the Simplified Acquisition Threshold) | ||
| 52.203-10 | May 2014 | Price or Fee Adjustment for Illegal or Improper Activity (Over the Simplified Acquisition Threshold) | ||
| 52.203-12 | Oct 2010 | Limitation on Payments to Influence Certain Federal Transactions (Over $150,000) | ||
| 52.203-17 | Apr 2014 | Contractor Employee Whistleblower Rights and Requirements to Inform Employees of Whistleblower Rights (Over the Simplified Acquisition Threshold) | ||
| 52.203-99 | Feb 2015 | Prohibition on Contracting with Entities That Require Certain Internal Confidentiality Agreements | ||
| 52.204-4 | May 2011 | Printed or Copied Double-Sided on Postconsumer Fiber Content PaperfOver the Simplified Acquisition Threshold) | ||
| 52.204-10 | Jul 2013 | Reporting Executive Compensation and First-Tier Subcontract Awards ($25,000 or more) | ||
| 52.204-13 | Jul 2013 | System for Award Management Maintenance | ||
| 52.209-6 | Aug 2013 | Protecting the Government’s Interest When Subcontracting With Contractors Debarred, Suspended, or Proposed for Debarment (Over $30,000) | ||
| 52.215-2 | Oct 2010 | Audit and Records - Negotiation [Note: Applies to ALL contracts funded in whole or in part with Recovery Act funds, regardless of dollar value, AND contracts over the Simplified Acquisition Threshold funded exclusively with non-Recovery Act funds.] | ||
| 52.215-8 | Oct 1997 | Order of Precedence - Uniform Contract Format | ||
| 52.215-10 | Aug 2011 | Price Reduction for Defective Certified Cost or Pricing Data (Over $700,000) | ||
| 52.215-12 | Oct 2010 | Subcontractor Cost or Pricing Data (Over $700,000) | ||
| 52.215-14 | Oct 2010 | Integrity of Unit Prices (Over the Simplified Acquisition Threshold) | ||
| 52.215-15 | Oct 2010 | Pension Adjustments and Asset Reversions (Over $700,000) | ||
| 52.215-18 | Jul2005 | Reversion or Adjustment of Plans for Post-Retirement Benefits (PRB) other than Pensions | ||
| 52.215-19 | Oct 1997 | Notification of Ownership Changes | ||
| 52.215-21 | Oct 2010 | Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost or Pricing Data - Modifications | ||
| 52.219-6 | Jul 1996 | Notice of Total Small Business Set-Aside |
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| FAR CLAUSE NO. | DATE | TITLE | ||
| 52.219-8 | Oct 2014 | Utilization of Small Business Concerns (Over the Simplified Acquisition Threshold) | ||
| 52.219-14 | Dec 1996 | Limitations on Subcontracting | ||
| 52.222-3 | Jun 2003 | Convict Labor | ||
| 52.222-21 | Apr 2015 | Prohibition of Segregated Facilities | ||
| 52.222-26 | Apr 2015 | Equal Opportunity | ||
| 52.222-35 | Jul 2014 | Equal Opportunity for Veterans ($100,000 or more) | ||
| 52.222-36 | Jul 2014 | Equal Opportunity for Workers with Disabilities | ||
| 52.222-37 | Jul 2014 | Employment Reports on Veterans ($100,000 or more) | ||
| 52.222-40 | Dec 2010 | Notification of Employee Rights Under the National Labor Relations Act (Over the Simplified Acquisition Threshold) | ||
| 52.222-50 | Mar 2015 | Combating Trafficking in Persons | ||
| 52.222-54 | Aug 2013 | Employment Eligibility Verification (Over the Simplified Acquisition Threshold) | ||
| 52.223-6 | May 2001 | Drug-Free Workplace | ||
| 52.223-18 | Aug 2011 | Encouraging Contractor Policies to Ban Text Messaging While Driving | ||
| 52.225-1 | May 2014 | Buy American - Supplies | ||
| 52.225-13 | Jun 2008 | Restrictions on Certain Foreign Purchases | ||
| 52.227-1 | Dec 2007 | Authorization and Consent, Alternate 1 (Apr 1984) | ||
| 52.227-2 | Dec 2007 | Notice and Assistance Regarding Patent and Copyright Infringement | ||
| 52.227-11 | May 2014 | Patent Rights - Ownership by the Contractor (Note: In accordance with FAR 27.303(b)(2), paragraph (e) is modified to include the requirements in FAR 27.303(b)(2)(i) through (iv). The frequency of reporting in (i) is annual. | ||
| 52.227-20 | May 2014 | Rights in Data - SBIR Program | ||
| 52.229-3 | Feb 2013 | Federal, State and Local Taxes (Over the Simplified Acquisition Threshold) | ||
| 52.232-2 | Apr 1984 | Payments under Fixed-Price Research and Development Contracts | ||
| 52.232-9 | Apr 1984 | Limitation on Withholding of Payments | ||
| 52.232-17 | May 2014 | Interest (Over the Simplified Acquisition Threshold) | ||
| 52.232-23 | May 2014 | Assignment of Claims | ||
| 52.232-25 | Jul 2013 | Prompt Payment | ||
| 52.232-33 | Jul 2013 | Payment by Electronic Funds Transfer-System for Award Management | ||
| 52.232-39 | Jun 2013 | Unenforceability of Unauthorized Obligations | ||
| 52.233-1 | May 2014 | Disputes | ||
| 52.233-3 | Aug 1996 | Protest After Award | ||
| 52.233-4 | Oct 2004 | Applicable Law for Breach of Contract Claim | ||
| 52.242-13 | Jul 1995 | Bankruptcy (Over the Simplified Acquisition Threshold) | ||
| 52.243-1 | Aug 1987 | Changes - Fixed Price, Alternate V (Apr 1984) | ||
| 52.244-5 | Dec 1996 | Competition in Subcontracting (Over the Simplified Acquisition Threshold) | ||
| 52.244-6 | Apr 2015 | Subcontracts for Commercial Items | ||
| 52.249-2 | Apr 2012 | Termination for the Convenience of the Government (Fixed-Price) | ||
| 52.249-9 | Apr 1984 | Default (Fixed-Price Research and Development)(Over the Simplified Acquisition Threshold) | ||
| 52.253-1 | Jan 1991 | Computer Generated Forms |
Shuttle Pharmaceuticals, LLC
HHSN261201400013C
Modification 2
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b. DEPARTMENT OF HEALTH AND HUMAN SERVICES ACQUISITION REGULATION (HHSAR) (48 CFR CHAPTER 3) CLAUSES:
| HHSAR CLAUSE NO. | DATE | TITLE | ||
| 352.202-1 | Jan 2006 | Definitions | ||
| 352.203-70 | Mar 2012 | Anti-Lobbying | ||
| 352.222-70 | Jan 2010 | Contractor Cooperation in Equal Employment Opportunity Investigations | ||
| 352.227-70 | Jan 2006 | Publications and Publicity | ||
| 352.231-71 | Jan 2001 | Pricing of Adjustments | ||
| 352.242-70 | Jan 2006 | Key Personnel | ||
| 352.242-73 | Jan 2006 | Withholding of Contract Payments |
[End of GENERAL CLAUSES FOR A FIXED-PRICE RESEARCH AND DEVELOPMENTSBIR PHASE II CONTRACT- Rev. 04/2015].
All other terms and conditions of this contract remain unchanged and in full force and effect.
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