Lightbridge Corp.: Exhibit 10.22 - Filed by newsfilecorp.com






Exhibit 10.22 

CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE REDACTED
PORTIONS OF THIS EXHIBIT. THE REDACTIONS ARE INDICATED WITH “*[REDACTED]*”. A
COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED WITH THE U.S. SECURITIES AND
EXCHANGE COMMISSION. 

AMENDMENT NO. 2 TO CONSULTANCY AGREEMENT 

This Amendment No. 2 (this “Amendment No. 2”) to the
Original Agreement (defined below) is made on January 1, 2014 and entered into
by and between The Federal Authority for Nuclear Regulation, established
pursuant to United Arab Emirates Federal Law No. (6) of 2009, whose principal
office is at Crescent Tower, Mezzanine Floor, Sheikh Zayed First Street,
Khalidiya, P.O. Box 112021, Abu Dhabi, United Arab Emirates and Al Ahlia Tower,
Mezzanine Floor, Khalidiya, P.O. Box 112021, Abu Dhabi, United Arab
Emirates(“FANR”) and Lightbridge Corporation, whose principal office is at 1600
Tysons Boulevard, Suite 550, Tysons Corner, VA 22102 USA, (the
“Consultant”), each a “Party” and collectively the
“Parties”. 

RECITALS 

	A. 	
      WHEREAS, FANR and the Consultant entered into a
      consultancy agreement on the 15th day of July 2012, pursuant to
      which FANR engaged the Consultant to provide certain consultancy services
      in relation to the nuclear sector (the “Original Agreement”) as
      amended by Amendment No. 1 dated 01 January 2013 (the Original Agreement
      together with Amendment No. 1, the “Amended Agreement”).

	 	 
	B. 	
      WHEREAS, Part 5 (2014 Services) of Schedule 1 to
      the Amended Agreement requires (i) the Consultant to submit to FANR a
      draft services schedule for the services to be performed by the Consultant
      under the Amended Agreement in 2014 complete with a comprehensive list of
      its Personnel with the hourly rates for each and (ii) that once such
      schedule has been agreed between the Parties in writing (the
      “Schedule”) it shall be incorporated into the Amended Agreement by
      written amendment.

	 	 
	C. 	
      WHEREAS, the Parties now wish to amend the Amended
      Agreement as described herein to incorporate the
  Schedule.



NOW THEREFORE, in consideration of the mutual covenants
and conditions set forth in the recitals above, which are incorporated herein by
reference, the Parties hereby agree as follows: 

	1. 	
      AMENDMENT TO THE AMENDED AGREEMENT

	 	 
		
      Part 5 (2014 Services) of Schedule 1 to the Amended
      Agreement shall be amended, restated and replaced in its entirety with the
      attachment hereto.

	 	 
	2. 	
      MISCELLANEOUS

	 	 
	2.1 	
      Binding. The Parties acknowledge and agree that,
      subject to paragraph 2.3 of this Amendment No. 2, the provisions of the
      Amended Agreement remain in full force and effect.



1 





	2.2 	
      References to “this Agreement” or similar. Each
      reference in the Amended Agreement to “this Agreement”, “hereunder” or
      words of like import referring to the Amended Agreement shall mean and be
      a reference to the Amended Agreement, as amended by this Amendment No.
      2.

	 	
       
	
       

	2.3 	
      Precedence. In the event of any discrepancy,
      ambiguity or inconsistency between the content of this Amendment No. 2 and
      any provision of the Amended Agreement in relation to the matters covered
      herein, the provisions of this Amendment No. 2 shall take precedence and
      shall prevail to the extent of such conflicting provisions of the Amended
      Agreement.

	 	
       
	
       

	2.4 	
      Successors and Assigns. This Amendment No. 2 shall
      be binding upon and shall inure to the benefit of the Parties and their
      respective successors and permitted assigns.

	 	
       
	
       

	2.5 	
      Third Party Rights. Except as explicitly provided
      herein, no person may enforce any of the terms, provisions or rights under
      this Amendment No. 2 or shall have any third party rights of any
    kind.

	 	
       
	
       

	2.6 	
      Counterparts. This Amendment No. 2 may be signed
      in any number of counterparts, and each Party may sign one or more
      counterpart. The counterparts shall together form and be construed as one
      and the same document.

	 	
       
	
       

	2.7 	
      The provisions of clauses (4) Representations and
      Warranties, 5 (Personnel and Staff),7 (Intellectual Property), 10
      (Relationship between the Parties), 11.1 (Indemnification),11.2
      (Consequential Loss),16 (Confidentiality), 17 (Assignment), 18
      (Amendment), 19 (Force Majeure), 21 (Notices), 22 (Conflicts), 24
      (Waiver), 25 (Further Assurance), 26 (Costs), 27 (Third Party Rights), 28
      (Entire Understanding), 29 (Severance), 30 (Set- off and Counterclaim), 31
      (Governing Law), and 32 (Dispute Resolution) of the Amended Agreement
      shall apply mutatis mutandis to this Amendment No.
  2.



[Signature page follows] 

2 




IN WITNESS WHEREOF, the undersigned have executed this
Amendment No. 2 as of the day and year first above written. 

For and on behalf of: The Federal Authority for Nuclear
Regulation 


	By: 	/s/ William D. Travers 
	                 	Name:                  	William D.
  Travers  
	                 	Title: 	Director
General  
	  	  	 
	  	  	 
	  	  	 
	For and on behalf of: Lightbridge
      Corporation 
	  	  	 
	  	  	 
	  	  	 
	By: 	/s/ Seth Grae 	 
	                 	Name:	Seth Grae  
	                 	Title: 	President and Chief Executive
      Officer  




3 




ATTACHMENT
2014 SERVICES

	4. 	
      2014 SERVICES

	 	 
	4.1 	
      For the period beginning January 1, 2014 and ending on
      December 31, 2014 the Consultant shall, to the extent requested by FANR
      through Task Order(s), perform the Services described below (each a
      “Task”).

	 	 
	4.2 	
      In general, the Consultant will support the goals of FANR
      by providing on-going strategic advice and assistance to FANR. This
      includes proactively identifying issues and proposing solutions to ensure
      FANR meets its regulatory objectives, and responding quickly with
      appropriate expertise to requests from FANR.



Task 1 - Licensing Process and Guidelines for Nuclear
Facilities

Summary 

Support FANR to implement licensing guidance and guidelines and
to identify/resolve licensing issues to support the review of license
applications for nuclear facilities. 

Objective 

The objective of this Task is to support FANR to implement
processes, procedures, guidelines, and criteria, and resolve issues in order to
effectively and efficiently review nuclear facility license applications. 

Scope of Work 

The Consultant will support FANR to implement licensing
guidance that is necessary for the assessment of the Operation Licence
Application (OLA) for a nuclear facility. 

The work activities and estimated hours for these activities
for 2014 are: 


	
	
ACTIVITIES 	Staff Hours 
	Q1 	Q2 	Q3 	Q4    	Total 
	1- 	Support update of existing FANR review instructions in
      preparation for the review of the OLA Safety Analysis Report 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 
	2- 	Support development of new review instructions/ guidelines
      related to the OLA, including but not limited to review of the OLA
      applicant's integrated management system and operational programs and
      procedures.	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]*
	 	TOTAL	*[Redacted]*	*[Redacted]*	*[Redacted]*	*[Redacted]*	*[Redacted]*




__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

4 





Key Personnel 

*[Redacted]*

 FANR Support 

FANR identify review instructions and other licensing issues
for resolution. FANR will review proposed solutions and provide any comments to
the Consultant for resolution. 

Task 2 - Regulations and Regulatory Guides for Nuclear
Facilities

Summary 

Provide support to FANR for identifying and developing safety
regulations and regulatory guides to support submission and review of license
applications for construction, commissioning and operation of nuclear
facilities. 

Objective 

A major part of FANR's mission is to make safety and security
decisions on license applications to site, construct, commission and operate
nuclear facilities. The Nuclear Law, regulations and supporting documents help
implement this responsibility. These documents will also help ensure the quality
of ENEC's applications and decisions made by FANR. The overall objective of this
Task is to assist FANR in implementing its regulatory responsibility by
identifying and developing regulations and regulatory guides for nuclear
facilities. 

Scope of Work

The Consultant will support FANR in the development and
modification of regulations and regulatory guides for the assurance of safety,
security and safeguards for siting, constructing, commissioning and operating
nuclear facilities. 

The specific regulations and guides to be developed or
modified, and their schedule will be determined by FANR in accordance with its
regulatory plan and regulation development procedure. Development of regulatory
guides will follow the development of the regulations and they will be based on
a review of the IAEA requirements and guides, the “Country of Origin” guides,
the United States' guides and other countries' guides, as appropriate. For each
regulation, a “comparison analysis” with the appropriate IAEA standard(s) will
also be developed. 

The Consultant will also support FANR in the development of a
“basis file” or similar document for FANR regulations, which would provide a
historical perspective of the regulation or guide and the various reasons for it
and input to it. 

The work activities and estimated hours for these activities
are: 

__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

5 






	ACTIVITIES 	Staff Hours 
	Q1 	Q2 	Q3 	Q4 	Total 
	Regulations and regulatory guides development support 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 
	TOTAL 	*[Redacted]*	 *[Redacted]*	 *[Redacted]*	 *[Redacted]*	 *[Redacted]*



Key Personnel 

*[Redacted]*

 FANR Support 

FANR will determine the regulations and guides to pursue and on
what time schedule. FANR will provide guidance for developing regulations, and
review draft regulations and guides provided to it by the Consultant and provide
comments. 

Task 3 — Export/Import Program Regulatory
Support

Summary 

The Consultant shall support FANR to develop and implement the
UAE national export/import program to regulate, license and track Nuclear
Related Items as listed in INFCIRC/254/Part 1, as amended and Nuclear-Related
Dual-Use Items as listed in INFCIRC/254/Part 2, as amended, to implement the
system to control the transfer (import, export, re-export, transit and
transhipment) of Regulated Items, as defined in FANR Regulation 9, in accordance
with requirements of International Nuclear Export Control Regime as described in
NSG Guidelines. 

Objective 

The overall objective is to support the development of
regulatory guides and procedures; and define programs and activities that can be
used by FANR to license, provide regulatory oversight, track, and monitor
international transfers of Regulated items (as defined in FANR Regulation 9).
This includes an implementation of the FANR competencies and responsibilities
regarding transfer controls. 

Scope of Work

The Consultant will support FANR in the
development/implementation of an effective and efficient program of transfer
controls. This includes: 

	•	Assisting in the development and modification
      of transfer control related regulatory guide; 
	  	  
	•	Reviewing licensed activities related to
      transfer of Regulated Items (as defined in FANR Regulation 9).
  


__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

6 




The work activities and estimated hours for these activities
are: 


	ACTIVITIES 	Staff Hours 
	Q1 	     Q2 	Q3 	Q4 	Total 
	Regulatory guide to export/import regulation (FANR-REG-09)
      and 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]*  
	   
                         
                         
         TOTAL 	*[Redacted]*	 *[Redacted]*	 *[Redacted]*	 *[Redacted]*	 *[Redacted]*



Key Personnel

*[Redacted]*

 FANR Support 

FANR will determine what regulatory guide to pursue and on what
time schedule. FANR will provide guidance for developing regulatory guide, and
review draft regulatory guide provided to it by the Consultant and provide
comments. 

Task 4 — FANR Operating Experience Program

Summary 

Provide assistance to FANR in establishing an operating
experience feedback program, including obtaining foreign countries' experience
and guidance in relation to the siting, construction and operation of nuclear
power reactors. The program shall also be designed to collect and analyse
experience for other nuclear programs relevant to safety and to share FANR
experience with international organizations. 

Objective 

The objective of this Task is to assist FANR in achieving its
safety mission for nuclear power plants and other nuclear programs relevant to
safety. The review and understanding of previous experience will provide insight
to help focus FANR regulatory activities so as to achieve the highest level of
safety. Such review will also help avoid mistakes that have been made in
existing nuclear programmes. 

Scope of Work

The Consultant will assist FANR to design and implement an
effective operating experience program that is focused on FANR's needs and is
results oriented. This includes implementing program and projects plans. The
priority in the Construction Operating Experience Feedback (“COEF”) during 2014
will be the reporting of events from licensees of nuclear facilities and the
management of these within FANR, with comprehensive arrangements for ENEC
initially; the receipt and management of event information from external
Operating Experience (“OE”) information sources; and the reporting of events to
external international organisation where necessary. Other activities which will
be pursued include: the oversight of licensee safety performance by cumulative
evaluation of information from licensee OE, performance indicators, inspection results, external reviews, etc.; the
interface between COEF and inspection including how effectively ENEC are
implementing their OE programme at the headquarters of Barakah nuclear power
plant (“BNPP”); and the on-going review of international OE information to
identify trends/issues relevant to BNPP. FANR will take the lead in developing
and implementing these activities during 2014 and the scope of the Consultant
activities will be to provide the necessary support to ensure development and
delivery. 

__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

7 




The work activities and estimated hours for these activities
are: 


  	ACTIVITIES 	Staff Hours 
	Q1 	       Q2 	Q3 	Q4 	Total 
	Support the development of a program related to
      Construction 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]*  
	TOTAL 	*[Redacted]*	 *[Redacted]*	 *[Redacted]*	 *[Redacted]*	 *[Redacted]*



Key Personnel

*[Redacted]*

 FANR Support 

As necessary and where possible, facilitate access to foreign
regulatory organizations and vendors. 

Task 5 — [NOT USED]

Task 6 — International Agreements and Conventions
Implementation

Summary 

Provide assistance to FANR for implementing international
agreements and conventions. Objective The UAE has entered into
multilateral agreements with the IAEA and has become a party to nuclear and
radioactive waste/spent fuel safety conventions. The overall objectives of this
Task are to assist FANR in meeting the UAE obligations under these conventions,
and support FANR in their preparation for receiving IAEA safety services. 

Scope of Work 

The Consultant will support FANR's preparation for the IAEA
Convention on Nuclear Safety (the “CNS”) 6th Review Meeting and other IAEA or
international activities and the preparation of the 2nd national
report for the Joint Convention on the Safety of Spent Fuel Management and on
the Safety of Radioactive Waste Management 

The work activities and estimated
  hours for these activities are: 

__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

8 






	ACTIVITIES  	Staff Hours 
	Q1 	Q2 	Q3 	Q4 	Total 
	IAEA Convention on Nuclear Safety (the “CNS”) 6th Review
      Meeting 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
    *[Redacted]*

	IAEA Joint Convention on the Safety of Spent Fuel
      Management and on the Safety of Radioactive 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]* 
	
      *[Redacted]*
	
    *[Redacted]*

	Other IAEA and international 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
    *[Redacted]*

	TOTAL 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
    *[Redacted]*




Key Personnel 

*[Redacted]*

FANR Support 

FANR will review detailed outlines, and drafts of reports
provided to it by the Consultant and provide comments; provide insights into any
unique UAE requirements and policies that must be considered; and facilitate
interaction with ENEC and other UAE government organizations where necessary.


Task 7 — Other Advice and Assistance for Nuclear
Regulatory Program

Summary 

Provide advice and assistance to FANR management and staff for
activities not specified in the other Tasks, when requested by FANR in a Task
Order (i.e. “on call” assistance and advice). This may include but not be
limited to providing assistance and advice in identifying and resolving
technical, policy and administration issues and defining and implementing
regulatory strategy for licensing reviews and inspections. 

Objective 

New issues/questions (e.g. implementation of the new Nuclear
Liability Law) will arise as FANR develops and implements its regulatory and
administration program and activities, and new managers and staff are hired. The
objective of this Task is to assist FANR in meeting its regulatory
responsibilities in a timely and effective manner. To this end, when requested
by FANR in a Task Order, the Consultant will provide advice and assistance to
help FANR develop and implement its nuclear regulatory program. 

Scope of Work 

The specific activities under this Task are unknown at this
time, but will be identified and specified by FANR. Examples of past activities
include assisting FANR recruit staff, development of job descriptions,
evaluation of administration and regulatory policy questions, and assistance
with the development of FANR products not within the scope of other tasks. The
Consultant shall proactively suggest activities for FANR approval and will
respond quickly with appropriate expertise to requests from FANR. The
Consultant's response to a FANR written request may be in the form of a written
report, briefing, or discussion with FANR management via phone or in meetings.

__________________________________________
*
*[Redacted]* indicates confidential information that has
been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934.
The confidential information has been submitted separately to the U.S.
Securities and Exchange Commission. 

9 





Work activities will be in response to requests from the
Director General, the Deputy Director General for Operations and/or the Deputy
Director General for Administration, or their designee. 

The work activities and estimated hours for these activities
are: 


	  	Staff Hours 
	ACTIVITIES 	Q1 	Q2 	 Q3 	Q4 	Total 
	Advice and assistance to the Director General's office 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
    *[Redacted]*

	Advice and assistance to the Operations Division 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
    *[Redacted]*

	Advice and assistance to the Administration Division 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
    *[Redacted]*

	TOTAL 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
    *[Redacted]*




Consultant support of the above may include (as decided by
FANR) the long-term assignment of a senior staff to the FANR office to be
managed by the Director of Radiation Safety Department. 

The work activities and estimated hours for these activities
are: 


	ACTIVITIES 
	Staff Hours 
	       Q1
    	Q2 	Q3 	Q4 	Total 
	Radiation Safety (as defined in the Nuclear Law) regulatory
      program support, including FANR emergency preparedness and incident
      response 	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
      *[Redacted]*
	
    *[Redacted]*

	  	
      *[Redacted]*
	
      *[Redacted]*
	  [Redacted]*	  [Redacted]*	  [Redacted]*



Key Personnel

*[Redacted]* 

FANR Support 

FANR will determine what regulations, guides, and review and
inspection procedures to pursue and on what time schedule. FANR will provide
guidance for developing and modifying regulations, and review draft regulations,
guides and review procedures provided to it by the Consultant and provide
comments. FANR will direct and supervise long-term staff assigned to FANR by the
Consultant unless otherwise agreed. 

__________________________________________
*
*[Redacted]* indicates confidential information that has
been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934.
The confidential information has been submitted separately to the U.S.
Securities and Exchange Commission. 

10 




Task 9— Government Communications Support

Summary 

Assist FANR's Government Communications Department with the
development of its international, UAE Government and information outreach
activities. 

Objective 

The overall objective of this Task is to assist FANR to develop
and implement an effective and efficient program for international cooperation,
UAE Government cooperation, public communication outreach, and internal FANR
communication and engagement. 

Scope of Work 

The Consultant will support FANR with the development and
review of activities under the Government Communication Department scope of
responsibility. This include, but is not limited to, activities in support of
international cooperation, UAE Government cooperation and public communication
outreach, internal FANR communication and engagement, and emergency
communication. 

The work activities and estimated hours for these activities
are: 


	ACTIVITIES 
	Staff Hours 
	Q1 	Q2 	Q3 	Q4 	Total 
	Government Communication Department programs and 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 
	TOTAL 	*[Redacted]*  	 *[Redacted]* 	 *[Redacted]* 	 *[Redacted]* 	 *[Redacted]*  



Key Personnel

*[Redacted]* 

FANR Support 

FANR will determine what activities to pursue and on what time
schedule. FANR will provide guidance for support requested from the Consultant.


Task 10 — Integrated Management System (IMS) Processes
and Procedures, and Internal Operating Systems

Summary 

Provide advice and assistance to FANR in completing the
development and review of processes, procedures, instructions and templates to
support the FANR IMS. 

__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

11 




Objective 

The overall objective is to assist FANR in establishing a
highly efficient and effective organization by continuing implementation and
evaluation of the IMS. 

Scope of Work

The Consultant will work with FANR to develop, refine and
finalize a series of processes, procedures and instructions needed to support
the FANR IMS. 

The work activities and estimated hours for these activities
are: 


	ACTIVITIES 	Staff Hours 
	   Q1 	Q2 	Q3 	Q4 	Total 
	Develop and modify procedures in support of FANR IMS 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 
	TOTAL 	*[Redacted]* 	 *[Redacted]* 	 *[Redacted]* 	*[Redacted]* 	 *[Redacted]*  



Key Personnel 

*[Redacted]*

 FANR Support 

FANR will provide policy and program directions. FANR shall
review, comment and approve work products provided to it by the Consultant. 

Task 11— [NOT USED]

Task 12 — Security of Regulated Materials Regulatory
Support

Summary 

Provide support to FANR for developing and implementing
regulations, regulatory guides, license reviews and inspections in the security
area. 

Objective 

The objective is to support FANR implementation of licensing
and inspection of security for Regulated Materials and Nuclear Facilities. 

Scope of Work Activities 

The Consultant will support FANR in the development and
implementation of an effective and efficient security program. This includes
support in the areas of regulations development, licensing and inspection. 

The work activities and estimated hours for these activities
are: 

__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

12 






	ACTIVITIES  	Staff Hours 
	Q1    	Q2 	Q3 	Q4 	Total 
	Security of Regulated Materials 	      *[Redacted]* 
	
      *[Redacted]* 
	
      *[Redacted]* 
	
      *[Redacted]
	
    *[Redacted]* 

	TOTAL 	      *[Redacted]* 
	
      *[Redacted]* 
	
      *[Redacted]* 
	
      *[Redacted]* 
	
*[Redacted]* 





Key Personnel

*[Redacted]* 

FANR Support 

Each document established will be submitted to FANR by the
Consultant for review and comment. 

2014 Billing Rates 

The rates for the Contractor's Personnel shall be as set forth
below. 

Substitution of Personnel will be handled in accordance with
clause 4(o) of the Agreement. Invoices sent to FANR shall break down each
partial hour worked into 1/10 of an hour increments based on the time actually
spent in performing the Services. 


	             
                 Personnel and consultants
    	2014 Hourly Rate (USD)
    
	Pay Level I — Special Expert 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	Pay Level H — Senior Expert 
	  	  
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]*

	*[Redacted]* 	$*[Redacted]* 
	Pay Level III — Project Support 
	 *[Redacted]* 	$*[Redacted]* 



__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

13 






Additional Consultant's Personnel may be added to the above
table only with the written consent of FANR, such consent to be given in FANR's
sole discretion. 

2014 Hour Caps 

The Task Order process shall be used in accordance with clauses
2.3 and 8.1 and Schedule 7 of this Agreement to determine the budget and
applicable Fee associated with each Task Order. No Services shall proceed
without a mutually agreed and executed Task Order. The hour caps for the Tasks
performed under the Agreement for 2014 are indicated in the table below (the
“Hour Caps”). The Hour Caps constitute a ceiling that shall not,
without the prior written consent of FANR, be exceeded (excluding pre-approved
travel costs, per diems and other pre-approved expenses, but inclusive of any
discounts). 

__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

14 






	Task 	Amount 
	Task 1 - Licensing Process and Guidelines for Nuclear
      Facilities 	*[Redacted]* total hours 
	Task 2 - Regulations and Regulatory Guides for Nuclear
      Facilities 	*[Redacted]* total hours 
	Task 3 — Export/Import Program Regulatory Support 	*[Redacted]* total hours 
	Task 4 — FANR Operating Experience Program 	*[Redacted]*total hours 
	Task 5 — [NOT USED] 	[NOT USED] 
	Task 6 — International Agreements and Conventions
      Implementation 	*[Redacted]* total hours 
	Task 7 — Other Advice and Assistance for Nuclear Regulatory
      Program 	*[Redacted]* total hours 
	Task 8 — Radiation Safety Regulatory Support 	*[Redacted]*total hours 
	Task 9 — Government Communications Support 	*[Redacted]* total hours 
	Task 10 — Integrated Management System (IMS) Processes and
      Procedures, and Internal Operating Systems 	*[Redacted]* total hours 
	Task 11 — [NOT USED] 	[NOT USED] 
	Task 12 — Security of Regulated Materials Regulatory
      Support 	*[Redacted]* total hours 
	TOTAL 	*[Redacted]*




FANR may only authorize increases to the Hour Caps if such
authorization is in writing and signed by the Director General, the Deputy
Director General for Operations and/or the Deputy Director General for
Administration, or their designee. 

Further, as noted in clause 8.4 of the Agreement, FANR may
review the actual and projected scope of Services to be performed under the
Agreement to ensure that the resources meet FANR's requirements. If FANR
determines that fewer resources are required, the Parties will mutually agree on
a reduction to the Fees payable hereunder to reflect the necessary adjustments.
For the avoidance of doubt, if any such reduction is implemented, the Hour Caps
set forth above shall be subject to a corresponding reduction. 

__________________________________________
*
*[Redacted]* indicates confidential information that has been
omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The
confidential information has been submitted separately to the U.S. Securities
and Exchange Commission. 

15