Amendment No. 1 to Project Schedule #1

This Amendment No. 1 to Project Schedule #1, dated as of July 14, 2017 (this “Amendment”), between Blueprint Medicines Corporation (“Blueprint”) and QIAGEN Manchester Limited (“QIAGEN”) amends that certain Project Schedule #1, dated August 22, 2016 (“Project Schedule #1”) to the Master Collaboration Agreement,  dated August 22, 2016, between Blueprint and QIAGEN (together with Project Schedule #1, the “Agreement” or “MCA”).  Blueprint and QIAGEN are each referred to herein as a “Party” and, collectively, as the “Parties.” Capitalized terms used and not otherwise defined in this Amendment shall have the meanings set forth in the Agreement.

Recitals

WHEREAS, pursuant to the Agreement, the Parties have agreed to certain activities, timelines and payments related to the development and commercialization of an assay as a companion diagnostic test to identify gastrointestinal stromal tumor patients with the PDGFRα D842V mutation for use with Blueprint’s drug candidate BLU-285; and

WHEREAS, as recommended by the Joint Project Team, the Parties desire to amend certain activities, timelines and payments under Project Schedule #1;

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

1.           Part B (CDx development and validation) of Section 12 of Project Schedule #1 is hereby deleted in its entirety and replaced as set forth in Exhibit A attached hereto.

2.           The table set forth in Section 13 of Project Schedule #1 under the heading “CDx Development and Validation Milestone Schedule” is hereby deleted in its entirety and replaced as set forth in Exhibit B attached hereto.

3.           The table set forth in Section 14 of Project Schedule #1 under the heading “Pass-Through Cost Estimate for CDx Development and Validation” is hereby deleted in its entirety and replaced as set forth in Exhibit C attached hereto.

4.           Project Schedule #1, as supplemented and modified by this Amendment, constitutes the entire agreement and understanding of the parties thereto with respect to the subject matter thereof and supersedes all prior agreements and understandings relating to such subject matter.

5.           This Amendment shall be effective as of the date first set forth above (the “Amendment Effective Date”).  On and after the Amendment Effective Date, each reference in the Project Schedule #1 to “this Schedule,” “hereunder,” “hereof,” “herein” or words of like

import, and each similar reference in the other documents entered into in connection with Project Schedule #1, shall mean and be a reference to Project Schedule #1, as amended hereby.  Except as specifically amended above, the Agreement and Project Schedule #1 shall remain in full force and effect and are hereby ratified and confirmed.

6.           This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.  Counterparts may be delivered via facsimile, electronic mail (including pdf or any electronic signature complying with the U.S.  Federal ESIGN Act of 2000) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

7.           This Amendment shall be construed and interpreted in accordance with the internal laws of the State of Delaware, without giving effect to the principles of conflicts of law thereof.

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IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 1 to Project Schedule #1 as of the date first set forth above.

Exhibit A

Section 12 – Part B (CDx development and validation)

Milestone 11:  

Design Control Planning (CDx)

[***]

Milestone 12:

Completion of Design Inputs; Design Input Lock and Design & Development Plan (CDx)

[***]

Milestone 13:  

Manufacturing Robustness Study 

[***]

Milestone 14:  

Manufacturing Transfer and Prototype Batch Production (CDx) required for assay performance studies

[***]

Milestone 15:  

CDx Assay Performance Studies Complete

[***]

Milestone 16:

Completion of Verification Batches (Pilot Batches)

[***]

Milestone 17:  

System Design Lock

[***]

Milestone 18:  

Design Output and Design Verification Lock (Completion of Verification)

[***]

Milestone 19:  

Assay Software Available

[***]

Milestone 20:  

Completion of Lab Set-up Bridging Study

[***]

Milestone 21: 

[***]

Milestone 22:  

Design Validation Lock

[***]

Milestone 23 [***]:

PMA Submissions

[***]

Milestone 24:  

CE Marking

[***] 

Milestone 25:

PMA Approval

[***]

Milestone 26:  

Product Implementation

[***]

Exhibit B

Section 13 – CDx Development and Validation Milestone Schedule

Exhibit C

Pass-Through Cost Estimate for CDx Development and Validation