COMPANY shall pay to EMPLOYEE an annual base salary of $500,032.00 (“Base Salary”) as COMPANY’s President & Chief Executive Officer.

Payment For Services. As consideration for providing the put through services and necessary elevator facilities, office space, personnel and support equipment, [[CHS:Organization]] will be paid a put-through fee equal to the fair market put through fee charged by elevators similarly situated for the applicable commodities. The fee shall be established upon commencement of this Agreement and shall be adjusted annually during the term of this Agreement to reflect the then current fair market put through fee. If the parties are unable to agree upon what is the fair market put through fee at the time such fee is to be established or adjusted, either party may submit the matter to the American Arbitration Association in Minneapolis, Minnesota. The decision of the arbitrators shall be binding upon the parties and enforceable in a court of law having jurisdiction over the parties.

Compensation for Services. In full consideration of Danforth’s full, prompt and faithful performance of the Services, the Company shall compensate Danforth a consulting fee more fully described in Exhibit A (the “Consulting Fee”). Danforth shall, on a monthly basis invoice the Company for Services rendered, and such invoice will be paid upon thirty (30) days of receipt. Danforth reserves the right to an annual increase in consultant rates of up to 4%, effective January 1 of each year; the foregoing notwithstanding, Danforth agrees that it will not increase consultant rates during 2020. Upon termination of this Agreement pursuant to Section 3, no compensation or benefits of any kind as described in this Section 2 shall be payable or issuable to Danforth after the effective date of such termination In addition, the Company will reimburse Danforth for reasonable out-of-pocket business expenses as outlined in Exhibit A upon submission by Danforth of supporting documentation reasonably acceptable to the Company.

Fees for Additional Services. From time to time, we may agree to provide services other than the Services specifically described in this Agreement. These additional services may require additional fees, charges, or expenses that may be treated as Fees.

#[[Agenus:Organization]] G&A Services Fees. As consideration for the [[Agenus:Organization]] G&A Services provided to MiNK and MiNK Affiliates, MiNK shall compensate [[Agenus:Organization]] for an amount equal to 10% of [[Agenus:Organization]]’s Costs to provide the [[Agenus:Organization]] G&A Services to MiNK and MiNK’s Affiliates as set for on [Exhibit A], as amended from time to time by the Review Committee. On a yearly basis or as necessary based on significant changes in staffing at [[Agenus:Organization]] or MiNK or the Parties’ Affiliates, the Review Committee shall evaluate the payment rate set forth in this Section 6.1(a) to ensure it accurately reflects the proportion of [[Agenus:Organization]] G&A Services benefiting MiNK and MiNK’s Affiliates.

Payment For Services. As consideration for providing the put through services and necessary elevator facilities, office space, personnel and support equipment, [[Cargill:Organization]] will be paid a put-through fee equal to the fair market put through fee charged by elevators similarly situated for the applicable commodities. The fee shall be established upon commencement of this Agreement and shall be adjusted annually during the term of this Agreement to reflect the then current fair market put through fee. If the parties are unable to agree upon what is the fair market put through fee at the time such fee is to be established or adjusted, either party may submit the matter to the American Arbitration Association in Minneapolis, Minnesota. The decision of the arbitrators shall be binding upon the parties and enforceable in a court of law having jurisdiction over the parties.

The Effective Date of this Exhibit shall be April 1, 2022.

Compensation for Services. As compensation for the services Executive will perform under this Agreement during the Employment Period, the Company will pay Executive, and Executive shall accept as full compensation, the following:

The Effective Date of this Exhibit shall be April 1, 2022.

As compensation for a particular Service, the Customer Party agrees to pay to the Providing Party, for each of the first two (2) successive years during which such Service is provided (the “Initial Fee Period”), the respective amount set forth in # the Services Letter (or, if applicable, in a separate fee letter to be delivered by the Providing Party to the Customer Party dated as of the date hereof (the “Fee Letter”)) or # with respect to any Service performed pursuant to an SOW, in such SOW. The parties intend that any such fees reflect the market rate for comparable services. In the event the Services provided are increased or decreased during the Service Period, the fees associated therewith shall be increased or decreased, as applicable, on a pro rata basis.