Exhibit 10.5


 


CONFIDENTIAL TREATMENT REQUESTED UNDER


C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.406.


[****] INDICATES OMITTED MATERIAL THAT IS THE


SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST


FILED SEPARATELY WITH THE COMMISSION.


THE OMITTED MATERIAL HAS BEEN FILED


SEPARATELY WITH THE COMMISSION.


 


AMENDMENT #3 to the LICENSE AGREEMENT


 


This
Amendment No. 3 (“Amendment No. 3”) is made by and between the
Board of Trustees of the University of Arkansas acting for and on behalf of the University of Arkansas for Medical Sciences, a
public institution of higher education having principal offices at 2404 North University Avenue, Little Rock, Arkansas 72207 (hereinafter
“University”), and Myeloma Health LLC, a Delaware limited liability company having a principal office at 667 Madison
Avenue, 14th Floor, New York, New York 10065 (hereinafter “Licensee”).


 


WITTNESSETH


 


WHEREAS, on April 1, 2010, the University
and Licensee entered into a License Agreement (“AGREEMENT”).


 


WHEREAS, the University and Licensee wish
to amend the Agreement to add to the scope of the PATENT RIGHTS (as such term is defined in the AGREEMENT) any patent applications
filed by or on behalf of UNIVERSITY which disclose the inventions or discoveries of UNIVERSITY disclosure number 2011-30.


 


Amendments


 


NOW, THEREFORE, the University and Licensee,
in consideration of the premises and the mutual covenants contained herein, hereby agree as follows:


 


		1.	This Amendment is made effective as of October _____, 2011 (“Third Amendment Date”).



 


		2.	UNIVERSITY and LICENSEE acknowledge and agree that any patent applications filed by or on behalf
of UNIVERSITY which disclose the inventions or discoveries of UAMS Disclosure Number 2011-30 shall be added to the scope of the
PATENT RIGHTS under Section 2.12(a). As a consequence, Appendix A shall be revised to include the following new table entries:



 





	“[****]”
	UAMS Disclosure #	Applications	Publications	U.S. Patents	Overseas Publications	Overseas Patents
	[****]	[****]	 	[****]	 	 


 


		3.	Within ninety (90) days of the Third Amendment Date, LICENSEE shall pay to UNIVERSITY a one-time payment of [****] dollars
($[****]), which payment shall be in addition to any payments due under the AGREEMENT.



 



    	 



    	 



    

 


CONFIDENTIAL TREATMENT REQUESTED UNDER


C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.406.


[****] INDICATES OMITTED MATERIAL THAT IS THE


SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST


FILED SEPARATELY WITH THE COMMISSION.


THE OMITTED MATERIAL HAS BEEN FILED


SEPARATELY WITH THE COMMISSION.


 


		4.	All other terms and conditions of the Agreement that have not been amended herein shall remain in full force and effect.



 


		5.	The recitals and preamble set forth prior to the enumerated sections of this Amendment are hereby incorporated by reference
in their entirety and made a part of this Amendment as if fully set forth herein.



 


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


 


	BOARD OF TRUSTEES OF THE 

UNIVERSITY OF ARKANSAS	 	MYELOMA HEALTH LLC
	 	 	 	 	 
	By:	/s/ Ann Kemp	 	By:	/s/ Joe Hernandez
	Name: 	Ann Kemp	 	Name: 	Joe Hernandez
	 	 	 	 	 
	Title:	Vice President for Administration	 	Title:	President and CEO