EX-10.9





 Exhibit 10.9 

[***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND
(II) CUSTOMARILY AND ACTUALLY TREATED BY THE REGISTRANT AS PRIVATE OR CONFIDENTIAL. 
  
 



 
 VALNEVA USA, INC. 
 910
Clopper Road, Suite 160S 
 Gaithersburg, MD 20878, USA 

August 23, 2021 
 [***] 

[***] 
  

			
	Defense Logistics Agency – Troop Support	  	BY EMAIL

 Business Opportunities Office 

Bldg. 36, 2nd Floor, Room 2035 
 700 Robbins Avenue 

Philadelphia, PA 19111-5092     
  

	Re:	 Option Year 1 Under DLA Contract No. SPE2DP-20-D-0005 For Japanese Encephalitis Virus, Purified, Inactivated Vaccine 


 Dear
[***], 
 As discussed, Valneva USA, Inc. (“Valneva”) has set forth below the revisions to DLA Contract No. SPE2DP-20-D-0005 (the “Contract”) that will be implemented with the exercise of the first Option Year for the period of August 24, 2021 through
August 23, 2022 under the Contract as agreed to between DLA and Valneva. Specifically: 
  

	 	1.	 Valneva will provide [***] replacement doses at no cost to DLA should any of the doses purchased during the
base year of the Contract expire. DLA will be required to return the expired doses, [***], to Valneva within [***] of the expiry date. Valneva will ship replacement doses, [***], to DLA upon receipt of notice from DLA, provided that DLA notifies
Valneva at least [***] prior to the expected delivery date for the replacement doses. 


  

	 	2.	 Valneva will provide [***] expiry dating on all Option Year 1 delivered quantities to DDSP [***].



  

	 	3.	 The minimum quantity for Option Year 1 will be revised from [***] to [***] doses. The maximum quantity for
Option Year 1 will be revised from [***] to [***]. Doses are packaged in quantities of [***] so quantities must be divisible by [***]. 


  

	 	4.	 The following delivery schedule will apply: 



 

					
	 Month/Year
	  	Doses	 
	 08/21
	  	 	[	***] 
	 09/21
	  	 	[	***] 
	 10/21
	  	 	[	***] 
	 11/21
	  	 	[	***] 
	 12/21
	  	 	[	***] 
	 01/22
	  	 	[	***] 
	 02/22
	  	 	[	***] 


  

			
	  
  
  

 
  
  

 
 T +1 301-556-4500

F +1 301-556-4501
 www.valneva.com
	  	















 



 
 [***] 
 July 17, 2020 

 Page
 2
 
  


					
	 03/22
	  	 	[	***] 
	 04/22
	  	 	[	***] 
	 05/22
	  	 	[	***] 
	 06/22
	  	 	[	***] 
	 07/22
	  	 	[	***] 
	 08/22
	  	 	[	***] 

 As noted above, no doses to be shipped from January to June 2022. For orders above the minimum guaranteed
quantities, Valneva will agree to deliveries at DLA’s discretion provided that DLA (a) provides Valneva with [***] lead time for each order and (b) each order is equal to or in excess of the minimum order quantity set forth in FAR
Clause 52.216-19, Order Limitations. The dates above are proximate. Valneva will work with DLA to accommodate minor revisions as reasonably necessary. 

 

	 	5.	 DLA will provide monthly utilization reports to Valneva of doses distributed at the lowest level permissible
but in no event no lower than the national level. 


  

	 	6.	 All other terms and conditions remain the same. 



Per past practices, Valneva would appreciate if DLA would incorporate this letter by reference into the Option Year 1 modification for clarity. 

Thank you for your assistance in this matter. 
 Best regards,

  

	
	 /S/ [***]    


 [***] 
 [***] 

VALNEVA USA, INC. 
 (A VALNEVA SE AFFILIATE) 

910 Clopper Rd. Suite 160S 
 Gaithersburg, MD 20878 

U.S.A. 
 [***] 

[***] 
 [***]     

[***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND
(II) CUSTOMARILY AND ACTUALLY TREATED BY THE REGISTRANT AS PRIVATE OR CONFIDENTIAL. 

  
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