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Certain identified information has been excluded from the exhibit because it is both (i) not  material and (ii) is the type of information that the registrant treats as private or confidential.  Double asterisks denote omissions.  Exhibit 10.12    CONFIDENTIAL AND PROPRIETARY    CHANGE ORDER NO. 2 TO WORK ORDER #5997-01 – [**] STUDY AND [**] OF  COVID-19 VACCINE DRUG SUBSTANCE  This Change Order No. 2 entitled ― [**] STUDY AND [**] OF COVID-19 VACCINE  DRUG SUBSTANCE (“Change Order No. 2”) effective as of August 04, 2020 (“Change Order  No.2 Effective Date”) to Work Order #5997-01 by and between AstraZeneca Pharmaceuticals LP  (“Astrazeneca”) and Emergent Manufacturing Operations Baltimore, LLC (“Service Provider”)  hereby adds to the scope of Services set forth in Work Order #5997-01 entered into by the Parties  pursuant to the Master Services Agreement dated July 24, 2020 (the “Master Services  Agreement”).  Capitalized terms used in this Change Order that are not otherwise defined herein  have the meanings given to them in the Master Services Agreement.  In consideration of the mutual promises contained therein and herein and for other good  and valuable consideration the receipt and adequacy of which each of the Parties does hereby  acknowledge, the Parties hereby agree as follows:  1. Purpose and Description of Change.  The purpose of this Change Order No.2 is to further  add to the Services set forth in Work Order #5997-01.  In addition to the Services set forth  in Work Order #5997-01(including without limitation, within Change Order No.1), Service  Provider will render to Astrazeneca the following Services:  1.1 [**] for AZD1222 drug substance (DS), [**].  1.1.1 Description of Product and Container Closure.  The [**].  1.1.2 Storage Conditions.  During the stability study, store AZD1222 DS samples at the  storage conditions described in Table 3.  Specific information regarding the lots to  be used for this study will be provided in a separate memo issued by Astrazeneca  to the Service Provider.  Table 1: [**] Storage Conditions for AZD1222 Drug Substance  Storage Condition Storage Description  [**] [**]  [**] [**]  [**] [**]  [**] [**]  1.1.3 Sample Requirements and Handling.  [**].  Table 2: Sample Requirements for AZD1222 Drug Substance  Temperature [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**]  





 






CONFIDENTIAL AND PROPRIETARY  - 2 -    Temperature [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**]   1.2 [**] Study.  [**].  Table 3.  Sample pulling window for AZD1222 Drug Substance  Service Provider presents the following non-binding estimated timeline to represent the currently  expected duration of activities set forth in this Change Order which is subject to change at Service  Provider’s sole discretion due to the timing of events beyond Service Provider’s control, including  but not limited to timing of receipt of this executed Change Order.  All timelines set forth in this  Change Order are estimated and based on a number of assumptions and currently known  information.  Astrazeneca acknowledges that portions of the work to be performed are  experimental in nature and may not have been fully validated within generally accepted standards  of the pharmaceutical industry.  To the extent assumptions or information change, or there are  unexpected results or events or delays, including but not limited to delays in receipt of materials  or information from Astrazeneca, timelines may be impacted.  [**] [**]  [**] [**]  [**] [**]  [**] [**]  1.2.1 Testing of [**] samples are to [**].  1.2.2 For [**].  1.2.3 [**].  1.2.4 All reserve, backup and other unused samples [**].  Emergent will provide  notification to the Astrazeneca Global Stability Management team [**].  Table 4.  Sample requirement for each analytical method  Method Number of [**] Samples  [**] [**]  [**] [**]  [**] [**]  [**] [**]  [**] [**]  [**] [**]  1.3 Testing Requirements  1.3.1 The tests to be performed during this study are listed in Table 5 and Table 5-2.  A  description of test methodology can be found in the applicable SOPs for each test  method.  





 






CONFIDENTIAL AND PROPRIETARY  - 3 -    1.3.2 Initial [**] results are obtained from QC release data.  If a study is initiated later  than [**].  





 






      Table 5.  Testing Schedule for AZD1222 Drug Substance    [**] 





 






      Table 6.  Testing Requirements for AZD1222 Drug Substance [**]    Test Method  [**] [**]  [**] [**]  [**] [**]  [**] [**]  [**] [**]  [**] [**]  2. Deliverables.  2.1 [**] Results  2.2 [**] Report.  3. Service Fees.  3.1 In addition to fees set forth in Work Order 5997-01 and in Change Order No.1, the  additional fees due to Service Provider for Services included under this Change Order No.2  shall be as follows:  [**]  Qty Task Deliverable Direct Fees Est. Pass Through Costs Line Total  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  [**] [**] [**] Previously completed during tech transfer  Subtotal [**] [**] [**]  Note: [**] will be outsourced.  [**]  Qty Task Deliverable Direct Fees Est. Pass Through Costs Line Total  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  Subtotal [**] [**] [**]    [**]  Qty Task Deliverable Direct Fees Est. Pass Through Costs Line Total  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  [**] [**] [**] [**] [**] [**]  Subtotal [**] [**] [**]  





 






      †[**] program for drug substance will be invoiced per [**], assume [**] at [**] estimated pass- through costs per [**].  ††[**] program for drug product will be invoiced per [**], assume [**] in  estimated pass-through costs per [**].  The estimated pass through costs are exclusive of the administrative fee.  The administrative fee  of [**]% will be added to the actual cost of the pass-through costs.  Price Matrix Summary  Task Direct Fees Est. Pass Through Costs Line Total  [**] [**] [**] [**]  [**] [**] [**] [**]  [**] [**] [**] [**]  Subtotal [**] [**] [**]  3.2 Astrazeneca shall pay Service Provider all fees and costs set forth in this Change Order  in accordance with the following payment schedule:  (a) all fees are payable [**]% upfront  upon initiation of the specified activity or task, with the remaining [**]% payable upon  completion of the applicable activity or task; and (b) all pass-through costs plus the  administrative fee of [**]% are payable [**]% upon order placement for the materials or  services, with the remaining [**]% payable upon Service Provider’s receipt of the materials  or services.  4. Miscellaneous.  All terms and conditions of Work Order 5997-01 remain unchanged and  in full force and effect.  [Signature Page Follows]     





 






      IN WITNESS THEREOF, the authorized representatives of the Parties have executed this Change  Order as of the Change Order Effective Date.  ASTRAZENECA PHARMACEUTICALS LP  BY: /s/ Michelle Vincent    Name: Michelle Vincent  Title: Supplier Relationship Manager  Date: Sep 2, 2020  EMERGENT MANUFACTURING OPERATIONS  BALTIMORE, LLC  BY: /s/ Jon Lenihan     Name: Jon Lenihan  Title: Sr. Dir., Head of Sales & BD  Date: Sep 1, 2020