Effective on January 6, 2015, Dr. John W. Commissi

Effective on January 6, 2015, Dr. John W. Commissiong agreed to continue to be employed as the Chief Scientific Officer (“CSO”) of the Company pursuant to the terms and conditions of an offer letter dated December 31, 2014 (the “Offer Letter”).

Pursuant to the Offer Letter, Dr. Commissiong will serve as the Company’s CSO for an initial term of one year, after which Dr. Commissiong’s employment will be at-will. Dr. Commissiong’s initial base salary shall be $175,000 per annum (“Base Salary”), which shall immediately and automatically increase to $266,000 per annum upon the Company becoming listed on a national stock exchange. Dr. Commissiong shall be eligible for a bonus of up to thirty (30%) percent of the Base Salary, the award of which shall be based upon the satisfaction, in the Company’s discretion, of certain performance conditions and milestones to be set by the Company and the Company’s Compensation Committee. Dr. Commissiong also received a signing bonus of $10,000.

Additionally, pursuant to the Offer Letter, it will be recommended at the next meeting of the Company’s Board of Directors (the “Board”) that the Company grant Dr. Commissiong an option to purchase 3,500,000 million shares of the Company’s common stock at a price per share equal to the fair market value per share of the Common Stock on the date of grant, as determined by Board. Twenty-five (25%) percent of such shares shall vest 12 months after the date of grant, subject to Dr. Commissiong’s continued employment with the Company. The remaining shares shall vest monthly over the following thirty-six (36) months in equal monthly installments, subject to Dr. Commissiong’s continued employment with the Company.