Document 0JyY6p0R3MB97BLGr395ROXzR

To: From: Cc: Bcc: Received Date: Subject: Benzene OC listserve (E-mail) <BenzConsort-OC@listserve.api.org> Lorraine Twerdok <Twerdokl@api.org> 2005-05-0619:39:23 GMT FW: BHRC am#3 for final approval oops - forgot to add spreadsheet -----Original Message----From: Lorraine Twerdok Sent: Friday, May 06, 2005 3: 19 PM To: Benzene OC listserve (E-mail) Subject: BHRC am#3 for final approval Importance: High BHRC OC Members - Revised draft amend 3 for your FINAL review/approval. Schedule A has been condensed to show just original commitment and new total commitments. It was too busy trying to show amend 2 & 3 totals separately. I think you will like this better. Please respond ASAP, both signatories (Red & Brenda) are in the office on Monday - so if it's OK we can get it signed and FedEx to you on Monday Also attached is the corrected revised budget workbook. Thanks, Lorraine Attachments: BHRC rev budget 5-6-05.xls China Benzene Consortium 01-4746-3 rev 5605.ZIP SH ELL-MCCLU RG-060899 API Contract No. 01-0000-4746, amendment no. 3 AMENDMENT NO.3 TO AGREEMENT FOR THE CONDUCT AND FUNDING OF A RESEARCH PROGRAM ON BENZENE HEALTH RISK FROM OCCUPATIONAL EXPOSURES The above agreement (as amended by Amendment No.1 and Amendment No.2 thereto, the Current Agreement) by and between the undersigned companies (hereafter the" Benzene Health Research Program" or "Research Group"), to establish and fund a research program on the Iymphohematopoietic health risks from occupational exposure to benzene, is further amended as follows: 1. Section 5, Formation of Oversight Committee, Review Committees, and Voting, paragraph a. replace the fourth sentence as modified in Amendment No.2 with the sentence in the original agreement as follows: For funding matters, voting will be on a share basis as listed in Schedule A., which is hereby incorporated in and made part of this agreement. 2. Section 9, Financial Contributions -- replace with the following: a. b. c. Research Group members will make payments on a schedule that meets their respective company's financial needs and is acceptable to the other Research Group members, provided however that such payments will be adequate to ensure that the Research Group will have sufficient funds available to meets its financial obligations. API reserves the right to require accelerated collection of member contributions, if necessary, to ensure that adequate funds are available to meet the Research Group's financial obligations. 3. Except as provided in paragraph 6, this Agreement and the program for which it provides shall terminate no sooner than December 31 , 2007 and no later than 2 years after completion of the last study. In all other respects, the terms and conditions of the Current Agreement, as further amended, shall remain in full force and effect. This Amendment NO.3 shall become effective upon its execution by all members. If the foregoing is acceptable, please sign below and return one copy of this Amendment NO.3 to Contract Administrator, American Petroleum Institute, 1220 L Street, NW, Washington, DC 20005 (202-682-8093). SH ELL-MCCLU RG-060900 Benzene Health Research Group Agreement API Contract No. 01-0000-4746, amendment no. 3 ACCEPTED FOR: AMERICAN PETROLEUM INSTITUTE Red Cavaney President Brenda S. Hargett Chief Financial Officer Date Page 2 SHELL-MCCLURG-060901 Benzene Health Research Group Agreement API Contract No. 01-0000-4746, amendment no. 3 Page 3 RATIFICATION AND EXECUTION OF AMENDMENT NO.3 TO THE AGREEMENT FOR THE CONDUCT AND FUNDING OF A RESEARCH PROGRAM ON BENZENE HEALTH RISK FROM OCCUPATIONAL EXPOSURES ACCEPTED FOR: Company Name Signed Name Typed Title Date Telephone: _ _ _ _ _ _ _ _ __ Fax:- - - - - - - - - - - Email: _ _ _ _ _ _ _ _ _ _ __ Contact person (if different than signer above:) Name and Title Telephone: _ _ _ _ _ _ _ _ __ Fax: _ _ _ _ _ _ _ _ _ _ __ Email: _ _ _ _ _ _ _ _ _ __ SH ELL-MCCLU RG-060902 Benzene Health Research Group Agreement API Contract No. 01-0000-4746, amendment no. 3 Page 4 Schedule A Member Original Commitments $16,500,000 Program Total Revised Budget $26,133,000 Maximum Financial Contribution per Member Amount Paid as of 12131/04 Remaining Amount to be Paid # of Shares BP ChevronTexaco ConocoPhillips ExxonMobil Shell Marathon GRAND TOTAL $4,500,000 3,000,000 1,500,000 4,500,000 3,000,000 15,000 $16,515,000 $7,068,545 4,712,364 2,356,182 $7,068,545 4,712,364 215,000 $26,133,000 $4,500,000 3,000,000 1,500,000 4,500,000 3,000,000 215,000 $16,715,000 $2,568,545 1,712,364 856,182 2,568,545 1,712,364 0 3 2 1 3 2 -- 9,418,000 11 1 Marathon was invoiced for its contribution, and is not a signatory of this agreement. SH ELL-MCCLU RG-060903