FIRST AMENDMENT TO RESEARCH AGREEMENT
THIS FIRST AMENDMENT TO RESEARCH AGREEMENT (this "Amendment"), dated as of October 14,
2002, is made and entered into by and between Spectrum Laboratories, Inc., a Delaware corporation
("Spectrum"), and Arbios Technologies, Inc., a Delaware corporation ("Arbios"), with reference to the following
A. Spectrum and Arbios are parties to that certain Research Agreement, dated as of December 26, 2001 (the
B. Exhibit C to the Existing Agreement ("Exhibit C") sets forth the four-year schedule over which Spectrum is to
expend defined sums of money to research, develop, manufacture and deliver to Arbios within such four-year
period clinical-grade second-generation LAS modules for clinical testing.
C. As of the date of this Amendment, Spectrum has worked with Arbios in developing the LAS modules and has
satisfied Arbios with said work.
D. Spectrum and Arbios desire to amend the Existing Agreement to reflect Spectrum's completion of all
development work described in Exhibit C and to provide for the basis upon which Spectrum may conduct
additional research and development work for Arbios regarding applications of the Spectrum Technology in the
Field of Use.
E. Spectrum and Arbios desire to amend the Existing Agreement in accordance with the terms and conditions of
F. Capitalized terms used in this Amendment but not otherwise defined herein shall have the meanings ascribed to
them in the Existing Agreement.
NOW THEREFORE, in consideration of the foregoing recitals and the mutual promises and covenants
hereinafter set forth, and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereby agree as follows:
1. Satisfaction of Exhibit C Milestones. Spectrum and Arbios hereby agree that Spectrum has satisfied Arbios
with all work set forth in all agreements to date.
2. Accelerated Vesting of Shares. In consideration of the benefits to A