Exhibit 10.13.2


 


	S93-199 • EE	Amendment	4/23/2019



 


AMENDMENT No. 001


 


TO THE


 


LICENSE AGREEMENT EFFECTIVE THE 28TH
DAY OF JUNE 2013


 


BETWEEN


 


STANFORD UNIVERSITY


 


AND


 


BUTTERFLY NETWORK, INC.


 


Effective the 23rd day of April, 2019,
THE BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY (“Stanford”), an institution of higher education having
powers under the laws of the State of California, and Butterfly Network, Inc. (“Butterfly”), a corporation having a
principal place of business at 530 Old Whitfield Street, Guilford, CT 06473, agree as follows:


 


		1.	BACKGROUND



 


		1.1	Stanford and Butterfly are parties to a License Agreement effective the 28th day of June, 2013
(“Original Agreement”) covering a portfolio of inventions directed to [***] invented in the laboratory of [***] and
described in Stanford Docket [***] et al.



 


Stanford and Butterfly wish to amend the
Original Agreement to adjust the diligence milestones of the license.


 


		2.	AMENDMENT



 


		2.1	Paragraph 6.1 of Original Agreement is hereby deleted in its entirety and replaced with the following:



 


Milestones. Butterfly will use
commercially reasonable efforts to develop, manufacture, and sell Licensed Product and to develop markets for Licensed Product,
consistent with the technical and process requirements of its chip manufacturer(s). Butterfly will promptly notify Stanford in
writing when the first commercial sale of a Licensed Product has occurred.


 


		3.	OTHER TERMS



 


		3.1	All other terms of the Original Agreement remain in full force and effect.



 


[***] = CERTAIN
CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED
 BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT
MATERIAL AND
 (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.


 






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	S93-199 • EE	Amendment	4/23/2019


 


		3.2	The parties to this document agree that a copy of the original signature (including an electronic
copy) may be used for any and all purposes for which the original signature may have been used. The parties further waive any right
to challenge the admissibility or authenticity of this document in a court of law based solely on the absence of an original signature.



 


The parties execute this Amendment No.
001 by their duly authorized officers or representatives.


 


	 	THE BOARD OF TRUSTEES
    OF THE LELAND STANFORD JUNIOR UNIVERSITY
	 	 
		Signature:	/s/
                                         Scott Elrod



		Name:	Scott
                                         Elrod



		Title:	Associate
                                         Director



		Date:	April
                                         23, 2019



 


	 	BUTTERFLY NETWORK, INC.
	 	 	 
		Signature:	/s/
                                         Alex Magary



		Name:	Alex
                                         Magary



		Title:	VP,
                                         Legal & Asst. Corp. Secretary



		Date:	April
                                         23, 2019



 





[***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED
 BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND
 (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.


 






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