Exhibit
10.60


 


Side
Letter and Amendment No. 2 to Common Stock Purchase Agreement


 


February
7, 2020


 


GEM
Global Yield Fund LLC SCS


c/o
The Crone Law Group


500
Fifth Avenue, Suite 938


New
York, New York 10110


 


Ladies
and Gentlemen:


 


Reference
is made to (i) the Common Stock Purchase Agreement dated August 6, 2019, including the Schedules and Exhibits thereto, as amended
on September 25, 2019 (such agreement, as so amended, the “Agreement”), between GEM Global Yield Fund LLC SCS
(the “Purchaser”) and Sonnet BioTherapeutics, Inc. (the “Company”) and (ii) the Assignment
and Assumption Agreement dated November 21, 2019 (the “Assignment”), between the Company and Chanticleer Holdings,
Inc. (“Chanticleer”). The Purchaser, the Company and Chanticleer, intending to be legally bound, agree by this
Side Letter and Amendment No. 2 to Common Stock Purchase Agreement (this “Side Letter”) as follows:


 


	 	1.	Section
    2.01 of the Agreement is hereby amended by deleting the phrase “shall be $100,000,000” and replacing it with “shall
    be $20,000,000.”
	 	 	 
	 	2.	The
    Purchaser hereby acknowledges receiving notice of the entrance by the Company and Chanticleer into the Securities Purchase
    Agreement, dated February 7, 2020, among the Company, Chanticleer and the investors listed on the Schedule of Buyers
    attached thereto (the “SPA”) and the other Transaction Documents (as defined in the SPA), as applicable,
    and the transactions contemplated thereby; and the Purchaser hereby waives, subject to the limitations and other provisions
    set forth in Section 9.05 of the Agreement, any and all provisions of the Agreement that would otherwise have been violated
    by, or would result in the violation of, the Transaction Documents.
	 	 	 
	 	3.	For
    the avoidance of doubt, Chanticleer hereby acknowledges and agrees that any reference to the “Purchase Agreement”
    in the Assignment refers to the Agreement as amended on September 25, 2019 and as amended by this Side Letter.


 


Except
as expressly set forth herein, the Agreement remains in full force and effect. All of the amendments set forth herein shall be
deemed to have been made simultaneously. This Side Letter shall be governed by and construed in accordance with the internal laws
of the State of New York, without giving effect to the choice of law provisions except Section 5-1401 of the New York General
Obligations Law. This Side Letter may be executed in counterparts, and delivery thereof may be made by facsimile or electronic
transmission.


 


[Signature
Page Follows.]


 




    	 



    	 



    

 


If
the foregoing correctly sets forth the understanding between us, please so indicate in the space provided below for that purpose.


 





	 	Very truly yours,
	 	 	 
	 	 SONNET BIOTHERAPEUTICS, INC.
	 	 	 
	 	By:	/s/
    Pankaj Mohan, Ph.D.
	 	Name:	Pankaj
    Mohan, Ph.D.
	 	Title:	Chairman
    and CEO
	 	 	 
	 	Chanticleer holdings, inc.
	 	 	 
	 	By:	/s/
    Michael D. Pruitt
	 	Name:	Michael
    D. Pruitt
	 	Title:	Chief
    Executive Officer
	 	 	 
	 	ACCEPTED as of the date first above written:
	 	 	 
	 	GEM Global Yield Fund LLC SCS
	 	 	                           
	 	By:	/s/
    Chris Brown
	 	Name:	Chris
    Brown
	 	Title:	Manager







 


[Signature
Page to this Side Letter and Amendment No. 2 to Common Stock Purchase Agreement]