Exhibit 10.68(c)
Amendment No. 3 to
10% Convertible Note
This Amendment No. 3 to 10% Convertible Note effective March 10, 2022 between Cell Source, Inc. (the “Company”) and George Verstraete (the “Lender”) is effective as of the 10th day of March 2024.
WHEREAS, the Company has previously issued to the Lender a 10% Convertible Note in the principal amount of up to $6,000,000 dated and effective as of March 10, 2022 as amended by Amendment No. 1 thereto effective as of March 10, 2023 and Amendment No. 2 thereto effective as of September 10, 2023 (as so amended, the “Note”);
WHEREAS, the Lender has assigned the Note to Darlene Soave Revocable Trust (the “Holder”);
WHEREAS, the Company and the Holder wish to extend the Maturity Date of the Note;
NOW THEREFORE, the Company and the Holder hereby agree as follows:
| 1. | Extension of Maturity Date. The Maturity Date of the Note is hereby extended until September 10, 2024. | |
| 2. | Update of Schedule A. Schedule A to the Note has been updated as per Schedule A attached hereto. | |
| 3. | Capitalized Terms. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed in the Note. | |
| 4. | Counterparts. This Amendment may be executed in multiple counterparts, each of which shall be an original, but all of this shall be deemed to constitute one instrument. |
IN WITNESS WHEREOF, the undersigned have executed this Amendment No. 3 on April 30, 2024 effective as of March 10, 2024.
| COMPANY | ||
| Cell Source, Inc. | ||
| By: | /s/ Itamar Shimrat | |
| Name: | Itamar Shimrat | |
| Title: | President and Chief Executive Officer | |
| HOLDER | ||
| Darlene Soave Revocable Trust | ||
| By: | /s/ Darlene Soave | |
| Name: | Darlene Soave | |
| Title: | Trustee | |
Schedule A
Schedule of Loans and Payments
| Date | Amount of Loan | Amount of Principal Paid | Balance Remaining Unpaid | Notation Made By | ||||||||||||
| 03-10-2022 | $ | 1,000,000 | -0- | $ | 1,000,000 | |||||||||||
| 09-13-2022 | $ | 1,000,000 | -0- | $ | 2,000,000 | |||||||||||
| 11-03-2022 | $ | 500,000 | -0- | $ | 2,500,000 | |||||||||||
| 02-28-2023 | $ | 413,018 | -0- | $ | 2,913,018 | |||||||||||
| 04-14-2023 | $ | 250,000 | -0- | $ | 3,163,018 | |||||||||||
| 05-17-2023 | $ | 100,000 | -0- | $ | 3,263,018 | |||||||||||
| 07-27-2023 | $ | 150,000 | -0- | $ | 3,413,018 | |||||||||||
| 08-16-2023 | $ | 72,018 | -0- | $ | 3,485,036 | |||||||||||
| 09-05-2023 | $ | 105,000 | -0- | $ | 3,590,036 | |||||||||||
| 01-30-2024 | $ | 9,335.84 | -0- | $ | 3,559,371.84 | |||||||||||
| 03-04-2024 | $ | 129,335.86 | -0- | $ | 3,688,707.70 | |||||||||||
| 04-30-2024 | $ | 8,000 | -0- | $ | 3,696,707.70 | |||||||||||