Exhibit 10.3


 


AMENDMENT


 


THIS AMENDMENT (the “Amendment”)
made on 13 day of July 2005 by and between Yissum Research Development Company of the Hebrew University of Jerusalem (“Yissum”),
and Intec Pharma Ltd. (formerly Intec Pharmaceutical Partnership Ltd.) (“Intec Pharma”) (each a “Party”
and together the “Parties”).


 


WHEREAS the Parties entered into the Joint
Venture for R&D Agreement dated June 1, 2000 (the “R&D Agreement”), which was extended
and amended on October 5, 2004 (the “Extension”) (the R&D Agreement and the Extension shall collectively
be referred to as the “Agreement”); and


 


WHEREAS the Parties wish to amend the Agreement as detailed
below.


 


NOW, THEREFORE, the Parties agree as follows:


 


		1.	Section 2 of Appendix E (Royalties) of the Agreement: Reference to “30%”
is hereby replaced with “15%”.



 


Attached hereto as Annex A is the amended
Appendix E.


 


		2.	In consideration for the reduction of
                                         royalties, as set forth in Section 1 above, Intec Pharma shall grant shares as
                                         set forth in the following provision, which shall be added to the Agreement as Section
                                         7A (after Section 7g):



 


“7A Additional Consideration.
In consideration for the grant of License, and in addition to the consideration set forth in Section 7(a), the Company shall
grant 746 Ordinary Shares thereof, par value NIS 0.01 each (which amount of shares is equal to 1% of Intec Pharma’s issued and
outstanding share capital on the date hereof) to each of the following: Yissum, Prof Michael Friedman and Prof Amnon Hoffman. Such
grant of shares is subject to (i) the execution by such grantees of any document reasonably required by Intec Pharma in order to
effectuate the grant; and (ii) payment by the grantees of the par value of the shares, as required by law.


 


		3.	Except as explicitly set forth in this Amendment, all other terms and provisions of the Agreement
shall remain in full force and effect. In the event of contradiction between any term herein and that of the Agreement, this Amendment
shall prevail.



 




    	 



    	 



    

 


IN WITNESS WHEREOF, the Parties hereto have caused this Amendment
to be executed by their duly authorized representatives.


 


	Yissum Research Development	 	Intec Pharmaceutical Partnership	 
	Company of the Hebrew	 	Ltd.	 
	University of Jerusalem 	 	 	 
	 	 	 	 
	Signature:	/s/ Abraham Barak	 	Signature:	/s/ Zvi Joseph	 
	 	 	 	 	 	 
	Name:	 Abraham Barak	 	Name:	 Zvi Joseph	 
	 	 	 	 	 	 
	Title:	President and CEO	 	Title:	Chairman	 


 


Each of
the undersigned hereby confirm, with respect to himself, that (i) he has read the Agreement as herein amended; and (ii) agrees
to the provisions of Section 2 of this Amendment, to that extent they apply thereto.


 


	/s/ Michael Friedman	 	/s/ Amnon Hoffman	 
	Prof. Michael Friedman	 	Prof. Amnon Hoffman	 
	 	 	 	 
	14/7/05	 	14/7/05	 
	Date	 	Date	 


 




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APPENDIX E - ROYALTIES


 


1.         The Company will pay to Yissum 3% royalties from the net
sales of the products from the first date of commercial sale in each country.


 


2.         The Company shall be required to pay Yissum 15% of any
payment or benefit of any sort or nature the Company may receive from the Sub-License.


 




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