Qubit Holdings LLC
July 28, 2005
Vyteris Holdings (Nevada), Inc.
00-00 Xxxxxxx Xxxxx
Xxxx Xxxx, XX 00000
Re: $1 MILLION FINANCING
Gentlemen:
Reference is made to that certain proposed term sheet between Vyteris
Holdings (Nevada), Inc. (the "Company") and Satellite Asset Management, L.P. or
such other parties as may be the case ("XXX") of even date herewith, as same may
be subsequently amended or supplemented (the "Term Sheet"), a copy of which is
attached hereto and made a part hereof.
This letter agreement shall confirm the understandings and agreements
between the Company and Qubit Holdings, LLC ("Qubit") as follows:
1. Simultaneous with the execution and delivery of this letter agreement
by the parties hereto, Qubit is wire-transferring the sum of the One Million
($1,000,000) Dollars to an account designated by the Company (the "Qubit
Payment").
2. In the event that the transactions contemplated by the Term Sheet are
consummated, the Qubit Payment shall be deemed to be part of such transactions.
By way of example, if a $10 million of investment are made pursuant to the Term
Sheet, the Qubit Payment shall be deemed to be $1 million of such $10 million
investment.
3. In the event that the transactions contemplated by the Term Sheet are
not consummated, the Qubit Payment shall nevertheless be deemed to be a $1
million investment in accordance with the terms and conditions of the Term
Sheet.
4. Anything contained in the Term Sheet to the contrary notwithstanding,
this letter agreement is, and shall be considered to be, a binding agreement of
the Company. This letter agreement has been approved by the majority of the
disinterested members of the Board of Directors of the Company.
Please confirm you agreement to the foregoing by signing in the space
provided below and returning a fully executed copy to the undersigned.
Very truly yours,
/s/ Xxxx Xxxxxxxx
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Xxxx Xxxxxxxx, Nonmember-Manager
Accepted and agreed
This 28th day of July 2005
Vyteris, Inc.
By: /s/ Xxxxxxx XxXxxxxxxx
--------------------------------
Name: Xxxxxxx XxXxxxxxxx
Title: Chief Financial Officer
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