Exhibit 10.3
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
AMENDMENT TO SUPPLY AGREEMENT
This Amendment dated as of January 1, 2013 (“Effective Date”), is by and between Cerus Corporation (“Cerus”), a Delaware corporation, having its principal place of business at 2411 Stanwell Drive, Concord CA 94520 and Porex Corporation, a Delaware corporation, located at 500 Bohannon Road, Fairburn, GA 30213-2828 (“Porex”) hereinafter referred to as (the “Amendment”).
WHEREAS:
| • | Cerus and Porex previously entered into a Supply and Manufacturing Agreement effective as of March 1, 2008, (the “Original Agreement”), the Initial Term of which terminates on December 31, 2012; Cerus and Porex would like to amend the Original Agreement to the extent set forth below; and |
| • | Capitalized terms which are not defined herein shall have the same meanings ascribed to them as in the Original Agreement. |
NOW THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties agree as follows:
| 1. | Notwithstanding the language of section 12.1 and 12.2., the Initial Term is hereby extended to December 31, 2014. |
| 2. | In Section 13.2, Cerus’ address for notice purposes is changed to: |
Chief Executive Officer
Cerus Corporation
2550 Stanwell Drive
Concord, CA 94520
| 3. | Exhibit A and B to the original Agreement are superseded in their entirety and replaced by the current specifications for Platelet Wafers (Part 9441, SPC 00092) and Plasma Disks (Part 8444, SPC 00094). |
| 4. | The last sentence of Exhibit D of the Original Agreement is hereby deleted in its entirety and replaced with the following: |
[ * ]
| 5. | The last paragraph of Exhibit E of the Original Agreement is hereby deleted in its entirety and replaced with the following: |
[ * ]
| 6. | Cerus and Porex will use good faith efforts to update the Quality Agreement (Exhibit G to the Original Agreement). |
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
| 7. | Unless specifically amended by this Amendment, the terms of the Original Agreement shall remain in full force and effect. |
| CERUS CORPORATION | POREX CORPORATION | |||||||
| By: | /s/ Howard G. Ervin | By: | /s/ Victor L. Marrero | |||||
| Name: | Howard G. Ervin | Name: | Victor L. Marrero | |||||
| Title: | Vice President, Legal Affairs | Title: | Chief Financial Officer | |||||
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
EXHIBIT A
Specifications for Platelet Wafers
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[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
EXHIBIT B
Specifications for Plasma Disks
[ * ]
[*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.