Lightbridge Corp.: Exhibit 10.23 - Filed by newsfilecorp.com






Exhibit 10.23 

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. 3 TO CONSULTANCY AGREEMENT 

This Amendment No. 3 (this “Amendment No. 3”) to the
Original Agreement (defined below) is made on 10 November 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
offices are 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 15 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 1 January 2013 and Amendment No. 2 dated 1 January 2014 (the
      Original Agreement together with Amendment No. 1 and Amendment No. 2, the
      “Amended Agreement”).

	 	 
	B. 	
      WHEREAS, the Amended Agreement is due to expire on
      31 December 2014 and the Parties wish to extend the term to 31 December
      2016.

	 	 
	C. 	
      WHEREAS, the extension of the term of the Amended
      Agreement to 31 December 2016 requires that a new Part 6 relating to 2015
      Services and a new Part 7 relating to 2016 Services be incorporated into
      Schedule 1 to the Amended Agreement.

	 	 
	D. 	
      WHEREAS, the Parties now wish to amend the Amended
      Agreement as described herein to extend the term and amend Schedule
    1.



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 	EXTENSION OF THE TERM OF THE
      AMENDED AGREEMENT 
	  	 
	1.1 	Clause 3.1 of the Amended Agreement
      shall be amended, restated and replaced in its entirety with the following
      paragraph 3.1: 
	  	 
		Clause 3.1 	This Agreement shall commence on the date
      hereof and shall continue until 31 December 2016 (the “Term”).  


1





	2 	
      AMENDMENTS TO SCHEDULE 1 OF THE AMENDED
      AGREEMENT

	 	 
	2.1 	
      A new paragraph 6 of Schedule 1 to the Amended Agreement
      which shall incorporate the text of the attachment hereto into the Amended
      Agreement shall be inserted immediately following paragraph 5 (PART 5 —
      2014 SERVICES) of Schedule 1 to the Amended Agreement.

	 	 
	2.2 	
      A new paragraph 7 of Schedule 1 to the Amended Agreement
      shall be inserted immediately following the new paragraph 6 of Schedule 1
      to the Amended Agreement (which, for the avoidance of doubt, has been
      incorporated into the Amended Agreement in accordance with paragraph 2.1
      of this Amendment No. 3) as follows:




	 	7. 	
      PART 7 — 2016 SERVICES



On or before 15 December 2015 the
Consultant shall submit to FANR a draft services schedule for the Services to be
performed in 2016 complete with a comprehensive list of its Personnel with the
hourly rates for each. Once such schedule has been agreed between the Parties in
writing it shall be incorporated into this Agreement by written amendment. 

	3 	
      MISCELLANEOUS

	 	 
	3.1 	
      Binding. The Parties acknowledge and agree that,
      subject to paragraphs 1, 2 and 3.3 of this Amendment No. 3, the provisions
      of the Amended Agreement remain in full force and effect.

	 	 
	3.2 	
      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.
      3.

	 	 
	3.3 	
      Precedence. In the event of any discrepancy,
      ambiguity or inconsistency between the content of this Amendment No. 3 and
      any provision of the Amended Agreement in relation to the matters covered
      herein, the provisions of this Amendment No. 3 shall take precedence and
      shall prevail to the extent of such conflicting provisions of the Amended
      Agreement.

	 	 
	3.4 	
      Successors and Assigns. This Amendment No. 3 shall
      be binding upon and shall inure to the benefit of the Parties and their
      respective successors and permitted assigns.

	 	 
	3.5 	
      Third Party Rights. Except as explicitly provided
      herein, no person may enforce any of the terms, provisions or rights under
      this Amendment No. 3 or shall have any third party rights of any
    kind.

	 	 
	3.6 	
      Counterparts. This Amendment No. 3 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 





	3.7 	
      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.
3.



[Signature page follows] 

3 




IN WITNESS WHEREOF, the undersigned have executed this
Amendment No. 3 as of the day and year first above written. 

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


	By: 	          /s/
      Abdulla Nasser Al Suwaidi 
		Name:      
      Abdulla Nasser Al Suwaidi 
		Title:         Chairman
      of the Board of Management 



For and on behalf of: Lightbridge Corporation 


	By: 	          /s/
      Seth Grae 
		Name:       Seth
      Grae 
		Title:         President
      and Chief Executive Officer 



4 




ATTACHMENT 
2015 SERVICES

	5 	
      2015 SERVICES

	 	 
	5.1 	
      For the period beginning January 1, 2015 and ending on
      December 31, 2015 the Consultant shall, to the extent requested by FANR
      through Task Order(s), perform the Services described below (each a
      “Task”).

	 	 
	5.2 	
      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 2015 are: 


	ACTIVITIES
      
	Staff Hours 
	Q1 	Q2 	Q3 	Q4 	Total 
	1- 	Support the development and implementation of
      guidelines, etc. relative to nuclear facility licensing and assessment 	*[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. 

5 




Key Personnel

*[Redacted]* 

FANR Support 

FANR identify review instructions and other licensing and
assessment 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. 

____________________
* *[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
for 2015 are: 


	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 – [DELETED]

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 2015 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 2015 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
for 2015 are: 


	ACTIVITIES 	Staff Hours 
	Q1 	Q2 	Q3 	Q4 	Total 
	Support the development of a program related
      to COEF 	*[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 – [DELETED]

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. 

____________________
* *[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 




Scope of Work 

The Consultant will support FANR’s IAEA or international
activities, including preparation for the IAEA Joint Convention on the Safety of
Spent Fuel Management and on the Safety of Radioactive Waste Management meeting.


The work activities and estimated hours for these activities
for 2015 are: 


	ACTIVITIES	Staff Hours 
	Q1 	Q2 	Q3 	Q4 	Total 
	IAEA Joint Convention on the Safety of Spent Fuel
      Management and on the Safety of Radioactive Waste Management meeting
      support 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 	*[Redacted]* 
	Other IAEA and international activities 	*[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. 

____________________
* *[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 




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.


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 for 2015 are: 


	ACTIVITIES	Staff Hours 
	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]*




Key Personnel

*[Redacted]* 

FANR Support 

FANR shall identify and decide issues/questions and activities
on which advice and assistance is needed by FANR from the Consultant. 

____________________
* *[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 8 — Radiation Safety Regulatory Support


Summary 

Provide support to FANR for developing and implementing
regulations, regulatory guides, license reviews, exercises and inspections in
the radiation safety area, including waste and emergency planning and
preparedness. 

Objective 

Support FANR implementation of licensing and inspection of
Regulated Materials (as defined in the Nuclear Law) and waste safety, and
internal FANR emergency preparedness and response, as well as those radiation
protection and emergency preparedness and response activities associated with
nuclear facilities. 

Scope of Work Activities 

The Consultant will support FANR in the development and
implementation of an effective and efficient radiation safety regulatory
program. This includes: 

		• 	
      Implementation of a program to license Regulated
      Materials users and radiation safety at nuclear facilities; 

	 	 	
       

	 	•	
      Implementation of an inspection program; 

	 	 	
       

	 	•	
      Implementation of improvements resulting from the IAEA
      IRRS mission; 

	 	 	
       

	 	•	
      Implementation of the UAE nuclear waste policy;


	 	 	
       

	 	•	
      Identification of regulatory issues and proposing
      solutions; 

	 	 	 
		• 	
      Supporting other radiation safety regulatory activities,
      such as internal FANR emergency preparedness and Incident Response Centre;
      

	 	 	 
		• 	
      Develop emergency response exercises, observe, and report
      on radiological and nuclear exercises (both table top and larger scale
      including with the National Emergency, Crises and Disaster Management
      Authority (NCEMA); 

	 	 	 
		• 	
      Support for references and standards for national
      authorities seeking guidance on emergency response; and 

	 	 	 
		• 	
      Independent review of radioactive materials license(s)
      for Environmental Laboratory and Secondary Standard Dosimetry Laboratory
      (SSDL) activities 



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. 

11 




The work activities and estimated hours for these activities
for 2015 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]* 
	TOTAL 	*[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. 

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. 

____________________
* *[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 




The work activities and estimated hours for these activities
for 2015 are: 


	ACTIVITIES 	Staff Hours 
	Q1 	Q2 	Q3 	Q4 	Total 
	Government Communication Department programs and activities
      support 	*[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. 

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
for 2015 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]* 



____________________
* *[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 




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 — [DELETED]

Task 12 — Nuclear Security 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 (as
defined in the Nuclear Law). 

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
for 2015 are: 


	ACTIVITIES 	Staff
      Hours 
	Q1 	Q2 	Q3 	Q4 	Total 
	Nuclear Security regulatory support 	*[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. 

____________________
* *[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 




2015 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 	2015 Hourly Rate (USD) 
	Pay Level I – Special Expert 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	Pay Level II – Senior Expert 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	*[Redacted]* 	$*[Redacted]* 
	Pay Level III – Project Support 
	*[Redacted]* 	$*[Redacted]*




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. 

2015 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 2015 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. 

15 





	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 - [DELETED] 	[DELETED] 
	Task 4 - FANR Operating Experience Program 	*[Redacted]* total hours 
	Task 5 – [DELETED] 	[DELETED] 
	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 – [DELETED] 	[DELETED] 
	Task 12 – Nuclear Security 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. 

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