Amendment Agreement to Interim Business Combination Agreement between Terrace Ventures Inc. and Pyro Pharmaceuticals, Inc. dated September 26, 2008
Terrace Ventures Inc. and Pyro Pharmaceuticals, Inc. have agreed to amend their previous interim agreement regarding a potential business combination. The amendment extends a key deadline to December 31, 2008, and allows Pyro Pharmaceuticals to seek alternative funding sources. If Pyro chooses to pursue other funding, it must give Terrace ten business days' notice. If Terrace cannot complete the purchase within that period, Pyro is free to accept the alternative funding and the agreement will end. Both parties have signed to confirm these changes.
TERRACE VENTURES INC. |
810 Peace Portal Drive, Suite 202 |
Bellingham, WA 98230 |
September 26, 2008
To: | PYRO PHARMACEUTICALS, INC. |
Attention: Alan M. Schechter | |
Chairman and Chief Executive Officer |
Dear Sirs:
Re: | Business Combination of Terrace Ventures Inc. (Terrace) and Pyro Pharmaceuticals, Inc. (Pyro) |
This will confirm that we have agreed to amend our interim agreement dated July 9, 2008 (the Agreement) as follows:
(a) | You have agreed to extend the date in Paragraph 6 of the Agreement to December 31, 2008; and |
(b) | We have agreed that notwithstanding the provisions of Paragraph 9 of the Agreement, you shall be entitled to enter into negotiations with or seek other sources of funding and that in the event you wish to pursue an alternative source of funding, you may give us ten (10) business days notice of such fact and in the event that we are unable to close the purchase of Pyro under the Agreement within the 10-day notice period, you will be free to accept the alternate funding and our agreement will be terminated concurrent with your receipt of the alternate funding. |
If the foregoing is in accordance with your understanding of our agreement, please sign where indicated below.
Yours truly,
TERRACE VENTURES INC.
Per: | /s/ Howard Thomson |
Howard Thomson | |
President, Secretary and Treasurer |
Agreed and accepted as of the 26th day of September, 2008.
PYRO PHARMACEUTICALS, INC.
Per: | /s/ Alan M. Schechter |
Alan M. Schechter | |
Chairman and Chief Executive Officer |