EX-10.6



 Exhibit 10.6 

CONFIDENTIAL TREATMENT REQUESTED 

CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. INFORMATION THAT WAS
OMITTED IN THE EDGAR VERSION HAS BEEN NOTED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***]”. 
  

							
	
    AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
	  	  

1. CONTRACT ID CODE            
	 	  

    PAGE OF PAGES            

	  	 	 	    1    	 	    5    


											
	  

    2. AMENDMENT/MODIFICATION NO.    

    0005
	 	  

    3. EFFECTIVE DATE                   
 
     See Block 16C
	 	  

    4. REQUISITION/PURCHASE REQ. NO.        
	 	  

5. PROJECT NO, (If applicable)



											
	
    6.ISSUED BY              
          
	 	CODE        	 	  HHS/OS/ASPR/BARDA                   	 	7. ADMINISTERED BY (If other than Item 6)         	 	CODE    	 	      ASPR-BARDA02
	  

    US DEPT OF HEALTH & HUMAN SERVICES

    ASST SEC OF PREPAREDNESS & RESPONSE

    ACQ MANAGEMENT, CONTRACTS, & GRANTS

    O’NEILL HOUSE OFFICE BUILDING

    Washington DC 20515

 
	 	  

US DEPT OF HEALTH & HUMAN SERVICES

ASST SEC OF PREPAREDNESS & RESPONSE

ACQ MANAGEMENT, CONTRACTS, & GRANTS

O’NEILL HOUSE OFFICE BUILDING

Washington DC 20515
	 	 	 	 


											
	    8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP code)	 	(x) 	 	     9A. AMENDMENT OF SOLICITATION NO.

 

	 PFENEX, INC 1358378

10790 ROSELLE ST 10790
 SAN DIEGO CA
921211718
	 	 	 	     9B. DATED (SEE ITEM 11)

 
	 	
	 	X	 	     10A. MODIFICATION OF CONTRACT/ORDER NO.

 
     HHSO100201500011C

 
	 	
	 	 	 	     10B. DATED (SEE ITEM 13)

    08/14/2015
  
	 	
	    CODE 1358378	 	 	 	   FACILITY CODE     	 	 	 	 	 
	 11. THIS ITEM ONLY APPLIES
TO AMENDMENTS OF SOLICITATIONS
	 	 


											
	  
 ☐ The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of
Offers                 ☐ is
extended,                 ☐ is not extended.

 
 Offers must acknowledge receipt of this amendment prior to the hour and date
specified in the solicitation or as amended, by one of the following methods:
 (a) By completing Items 8 and 15,
and returning              copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which
includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue
of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and
date specified.

	     12. ACCOUNTING AND APPROPRIATION DATA (if required)

 
     See Schedule

	    13. THIS ITEM ONLY APPLIES TO MODIFICATION OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM
14.


			
	
    CHECK ONE   
	  	 A.    THIS CHANGE ORDER IS
ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.

	 	  
	 	  	 B.    THE ABOVE NUMBERED CONTRACT/ORDER IS
MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

 

	     X   
	  	 C.    THIS SUPPLEMENTAL AGREEMENT IS ENTERED
INTO PURSUANT TO AUTHORITY OF:
 52.243-5 Alternate 1 Changes-Cost-reimbursement and Mutual agreement of the parties

	 	  	 D.    OTHER (Specify type of modification and
authority)
  

	     E.
IMPORTANT:      Contractor        ☐ is not        ☒ is required to sign this document and return     1     copies to the issuing office.

 

	 14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract
subject matter where feasible.)


     Tax ID Number:27-1356759 

    DUNS Number: 013603710 

    Pfenex - RPA563 and Px563L Advanced Development 

    A. The purpose of this modification is to revise the Statement of Work (SOW). 

    B. This is a bilateral, supplemental agreement no-cost modification. The total contract amount and all other terms and conditions remain
the same. 
     Discount Terms: NET 30P 

    Delivery Location Code: HHS 

    HHS 
     200
Independence Avenue, SW 
     Continued . . . 

    Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in
full force and effect. 
  

							
	
    15A. NAME AND TITLE OF SIGNER (Type or print)

 
     PATRICK LUCY, INTERIM
CEO
	  	 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or
print)
 WENDELL CONYERS

	     15B. CONTRACTOR/OFFEROR

 

    /s/ Patrick Lucy                   
                                 

                            
(Signature of person authorized to sign)
	  	 15C. DATE SIGNED
  

08/02/17
	  	 16B. UNITED STATES OF AMERICA

 

/s/ Wendell Conyers                      
          
               (Signature of
Contracting Officer)
	  	 16C. DATE SIGNED

 
 2 Aug 2017


  

					
	 NSN 7540-01-152-8070

PREVIOUS EDITION UNUSABLE
	  		  	 STANDARD FORM 30 (REV. 10-83)
 Prescribed by GSA

FAR (48 CFR) 53.243


 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission.
Confidential treatment has been requested with respect to the omitted portions. 








													
	    CONTINUATION SHEET	  	 REFERENCE NO. OF DOCUMENT BEING CONTINUED

HHSO100201500011C/0005
	  	PAGE	  	OF
	  	  	2	  	5
	       NAME OF OFFEROR OR CONTRACTOR

     PFENEX, INC 1358378

	  

ITEM NO.
 (A)

 
	  	  

SUPPLIES/SERVICES
 (B)

 
	  	  

QUANTITY  

(C)  
  
	  	  

UNIT  

(D)  
  
	  	  

UNIT PRICE  

(E)  
  
	  	  

AMOUNT
 (F)

 

	 	  	 Washington DC 20201 US
  

FOB: Destination
 Period of Performance: 08/14/2015 to
08/09/2020
  
 Change Item 1 to read as follows (amount shown is the
obligated
amount):
	  	  	  	  	  	  	  	 	  	 
		 	 	 	 	
	 1
	  	 Base Year – PHASE 1A STUDY AND CONTINUATION OF STABILITY STUDIES

Obligated Amount: $0.00
	  	 	  	 	  	 	  	0.00
		 	 	 	 		
	 	  	 Accounting Info:

2015.1992015.25103 Appr. Yr.: 2015 CAN: 1992015
 Object Class:
25103
 Funded: $0.00
	  	  	  	  	  	  	  	 	  	 
		 	 	 	 		
	 	  	Change Item 5 to read as follows (amount shown is the obligated
amount):	  	  	  	  	  	  	  	 	  	 
		 	 	 	 	
	 5
	  	 Option 4  -  [***]

Obligated Amount: $0.00
	  	 	  	 	  	 	  	0.00
		 	 	 	 		
	 	  	 Accounting Info:

2017.1992017.25103 Appr. Yr.: 2017 CAN: 1992017
Object Class: 25103

Funded: $0.00
	  	  	  	  	  	  	  	 	  	 
		 	 	 	 		
	 	  	Change Item 6 to read as follows (amount shown is the obligated
amount):	  	  	  	  	  	  	  	 	  	 
		 	 	 	 	
	 6
	  	 Option 5  -  [***]

Obligated Amount: $0.00
	  	 	  	 	  	 	  	0.00
		 	 	 	 		
		  	 Accounting Info:

2017.1992017.25103 Appr. Yr.: 2017 CAN: 1992017
 Object Class:
25103
 Funded: $0.00
	  	 	  	 	  	 	  		  	
		 	 	 	 		
		  	 	  	 	  	 	  	 	  		  	
		 	 	 	 		
	 	  	 	  	 	  	 	  	 	  	 	  	 

 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission.
Confidential treatment has been requested with respect to the omitted portions. 








					
	  

Contract No.  HHSO100201500011C

Modification  #05
  
	  	 Continuation Sheet Block

14
  
	  	
            Page 3 of 5      
  
  


 SUMMARY OF CHANGES 
 Beginning
with the effective date of this modification, the Government and Contractor mutually agree as follows: 
  

	 	1.	Budget modification to reallocate the fund requested to perform these activities from the Management Reserve Fund: 

  

							
	  

Updated SOW line
 item
	 	Activities	 	Budget
	 	 	 	 	From	 	To
	MANAGEMENT RESERVE	 	MANAGEMENT RESERVE	 	$[***]	 	$[***]
	1.2.3	 	[***]	 	$[***]	 	$[***]
	1.2.4	 	[***]	 	$[***]	 	$[***]
	1.6.3	 	[***]	 	$[***]	 	$[***]
	 	[***]	 	$[***]	 	$[***]
	 	 	[***]	 	$[***]	 	$[***]
	1.6.4	 	[***]	 	$[***]	 	$[***]
	 	[***]	 	$[***]	 
	Total for the line items above	 	 	 	$[***]	 	$[***]

  

	 	2.	Delete and replace ARTICLE B.2. BASE PERIOD due to the extension of CLIN 0001 period of performance: 


	 	a.	The duration of the Base Period until September 30th, 2018 to cover the additional requested activities at Fuji 

  

													
	 CLIN
	  	Estimated
Period of
Performance	  	Supplies/Services	  	Total

Estimated
Cost
	  	Fixed
Fee	  	Tota1
Estimated
Cost Plus
Fixed Fee	  	Awarded
	 0001
	  	08/13/2015-

09/30/2018
	  	 PHASE
1A STUDY
 AND
 CONTINUATION

OF STABILITY
 STUDIES
	  	$14,992,075  	  	$899,525  	  	$15,891,600  	  	14 Aug 2015  

  

	 	3.	Delete and replace ARTICLE 8.3. OPTION PRICES due to the extension of CLIN 0005, Option 4 and CLIN 0006 Option 5 period of performance: The duration of Option 4 is extended until December 31, 2019 to cover
development of analytical HCP assays. Along with extending Option 5 period of performance until September 30, 2018 to cover Analytical development of ADA. 

  

															
	CLIN	  	Opt  	  	
Estimated
Period of

Perf.
	  	Supplies/
Services	  	Total Est
Cost	  	Fixed Fee	  	
Total
Est. Cost

Plus
Fixed Fee

	  	
Exercised

Yes/No

	0002	  	1  	  	
08/12/2015-
 11/03/2016
	  	[***]	  	$2,480,823	  	$148,849	  	$2,629,672	  	No
	0003	  	2  	  	
11/24/2016-
 02/24/2019
	  	[***]	  	$12,966,402	  	$777,984	  	$13,744,386	  	No

 [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission.
Confidential treatment has been requested with respect to the omitted portions. 








															
	0004  	  	  3    	  	
05/27/2018-
 08/02/2020
	  	[***]	  	$44,230,173	  	$2,653,810	  	$46,883,983	  	No
	0005  	  	  4    	  	
12/22/2016-
 12/31/2019
	  	[***]	  	$2,299,739	  	$137,984	  	$2,437,723	  	9 Jan 2017
	0006  	  	  5    	  	
12/22/2016-
 09/30/2018
	  	[***]	  	$2,304,571	  	$138,274	  	$2,442,845	  	9 Jan 2017
	0007  	  	  6    	  	
01/09/2016-
 08/05/2020
	  	[***]	  	$14,107,610	  	$846,457	  	$14,954,067	  	No
	0008  	  	  7    	  	
11/24/2016-
 08/09/2020
	  	[***]	  	$41,202,354	  	$2,472,141	  	$43,674,496	  	No
	0009  	  	  8    	  	
12/24/2016-
 05/13/2017
	  	[***]	  	$750,622	  	$45,037	  	$795,659	  	No

  

	 	4.	Change of the SOW (attached) to add the following activities to advance the anthrax vaccine program to Phase 2 clinical trial: 


a.     [***] 

b.     [***] 

c.     [***] 
  

	 	5.	Delete and replace ARTICLE G.3. KEY PERSONNEL: [***]. 

 The key personnel specified in this
contract are considered to be essential to work performance. At least 30 days prior to diverting any of the specified individuals to other programs or contracts (or as soon as possible, if an individual must be replaced, for example, as a result of
leaving the employ of the Contractor), the Contractor shall notify the Contracting Officer and shall submit comprehensive justification for the diversion or replacement request (including proposed substitutions for key personnel) to permit
evaluation by the USG of the impact on performance under this contract. The Contractor shall not divert or otherwise replace any key personnel without the written consent of the Contracting Officer. The USG may modify the contract to add or delete
key personnel at the request of the Contractor or USG. 
 The following individuals are considered to be essential to the work being
performed hereunder: 
  

							
		  	Name	 	Title	  	
		  	[***]	 	[***]	  	
		  	[***]	 	[***]	  	

  

	 	6.	Update Section I, Federal Acquisition Regulation (FAR) clause (add): [***] 

  

	 	7.	Funding and Contract Total Summary: the total funded amount on the contract remain unchanged at $20,772,168. 

  

	 	8.	Section J (Attachment 1) SOW: Delete and replace the entire SOW: 

 [***] Certain information in this document
has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. 







 Revised: 25 July 2017 

Topic Area of Interest No. 1. 

Contractual Statement of Work 
 [***] 

[***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been
requested with respect to the omitted portions.