Exhibit 10.3


 


FIRST AMENDMENT
TO LOAN AND SECURITY AGREEMENT


 


This First Amendment to Loan
and Security Agreement (this “Amendment”) is entered into as of June 30, 2021, by and between AVENUE VENTURE
OPPORTUNITIES FUND, L.P., a Delaware limited partnership (“Lender”) and CLENE INC., a Delaware corporation and
CLENE NANOMEDICINE, INC., a Delaware corporation (individually and collectively, jointly and severally, “Borrower”).


 


RECITALS


 


Borrower and Lender are parties
to that certain Loan and Security Agreement dated as of May 21, 2021 (as amended from time to time, the “Agreement”).
The parties desire to amend the Agreement in accordance with the terms of this Amendment.


 


NOW, THEREFORE, the parties agree as follows:


 


1.
New clause (p) hereby is added to the defined term “Permitted Liens” in the Agreement, and the preceding clauses and
related punctuation are amended accordingly, to provide as follows:


 


“(p) Liens
to secure repayment of the Indebtedness permitted under clause (g) of Section 6.1 hereof; provided that any such Lien is limited to
an Excluded Account.”


 


2.
No course of dealing on the part of Lender, nor any failure or delay in the exercise of any right by Lender, shall operate as a
waiver thereof, and any single or partial exercise of any such right shall not preclude any later exercise of any such right. Lender’s
failure at any time to require strict performance by Borrower of any provision shall not affect any right of Lender thereafter to demand
strict compliance and performance. Any suspension or waiver of a right must be in writing signed by an officer of Lender.


 


3.
Unless otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Loan Documents (as defined
in the Agreement). The Loan Documents, as amended hereby, shall be and remain in full force and effect in accordance with their respective
terms and hereby are ratified and confirmed in all respects. Except as expressly set forth herein, the execution, delivery, and performance
of this Amendment shall not operate as a waiver of, or as an amendment of, any right, power, or remedy of Lender under the Loan Documents,
as in effect prior to the date hereof.


 


4.
Borrower represents and warrants that the Representations and Warranties contained in the Agreement are true and correct as of
the date of this Amendment, and that no Event of Default has occurred and is continuing.


 


5.
As a condition to the effectiveness of this Amendment, Lender shall have received, in form and substance satisfactory to Lender,
the following:


 


(a)
this Amendment, duly executed by Borrower;


 


(b) all reasonable
Lender expenses incurred through the date of this Amendment, which Borrower shall remit via wire transfer on the date of execution
of this Amendment per the instructions set forth on Annex A hereto; and


 


(c)
such other documents, and completion of such other matters, as Lender may reasonably deem necessary or appropriate.


 


6.
This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together
shall constitute one instrument.


 


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IN WITNESS WHEREOF, the undersigned have executed
this Amendment as of the first date above written.


 


	 	BORROWER:
	 	 
	 	CLENE INC.
	 	 
	 	By:	 
	 	 
	 	Title: 	 
	 	 
	 	CLENE NANOMEDICINE, INC.
	 	 
	 	 
	 	By:	 
	 	 
	 	Title:	 
	 	 
	 	LENDER:
	 	 
	 	AVENUE VENTURE OPPORTUNITIES FUND, L.P.
	 	 
		By:	Avenue Venture Opportunities Partners, LLC
		Its:	General Partner
	 	 
		By: 	
		Name:	 
		Title:	 
	 	 



 


[Signature Page to First Amendment to Loan
and Security Agreement]


 




    


     


    

 


ANNEX A


 


[Omitted pursuant to Regulation S-K, Item 601(a)(5). We agree to furnish
supplementally a copy of such omitted materials to the SEC upon request.]


 


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