Letter of Intent dated February 28, 2007 between Terrace Ventures Inc. and Dorn Beattie

Solara is a company incorporated under the laws of the Province of British Columbia and is in good standing under the laws of its jurisdiction of incorporation;

Solara’s authorized capital consists of an unlimited number of common shares without par value of which 18,755,918 common shares are issued and outstanding. There are no other classes of shares or other securities of Solara outstanding and no person has any option or right to acquire any unissued shares of Solara;

You are the principal shareholder of Solara and hold 9,706,308 common shares (the “Principal Shareholder”) representing approximately 51.7% of the issued and authorized common shares of the Solara;

All shares of Solara issued and outstanding have been duly and properly issued in compliance with all applicable corporate and securities laws;

Solara is engaged in the business of offering an end to end solution for control/access management, remote monitoring, turnkey cashless payment processing and data reporting for distributed assets such as vending machines, ATMs and kiosks (the “Business”); and

Solara owns, or has licenses to use, the technology required for the conduct of the Business which includes devices to connect distributed assets, a cashless payment platform and facilities, a proprietary network, a touch screen interface and proprietary software (the “Technology”).

Terrace is a company incorporated under the laws of Nevada and is good standing under the laws of its jurisdiction of incorporation;

Terrace is a reporting company under the United States Securities Exchange Act of 1934 (the “Act”) and is in good standing with respect to its filings under the Act;

The shares of common stock of Terrace are quoted on the NASD Over-The-Counter Bulletin Board; and

There has been no material change in the affairs of Terrace since its most recent filings in Form 10-KSB and Form 10-QSB under the Act except as may be disclosed in any Form 8-K filed under the Act.

All the representatives of the parties shall be true and accurate at closing as if they were made immediately prior to closing;

Solara shall have provided to Terrace prior to or on closing such financial statements as are required by Item 310 of Regulation S-B of the United States Securities and Exchange Commission in order to permit Terrace to make the United States Securities and Exchange Commission filings required in respect of the Business Combination;

The Principal Shareholder shall have provided to Terrace such information as is necessary to satisfy Terrace and its counsel that the Business Combination may be completed in reliance of exemptions from applicable federal and state or foreign securities laws.

The liabilities of Terrace immediately prior to closing shall not exceed $10,000. Terrace shall be free of any liens, charges or encumbrances other that those approved by the Principal Shareholder prior to closing.