PURE BIOFUELS CORP. Suite 201 – 1040 West 8th Avenue Vancouver, BC, Canada V6G 1C4
Suite 201 – 0000 Xxxx 0xx Xxxxxx
Xxxxxxxxx, XX, Xxxxxx
X0X 0X0
Xxxxxx 00, 0000
Xxxx Xxxxxxxx xxx Xxxx SAC
Calle Los Euchariz 150
Dpto 201
Xxxxxxxxxx, Xxxxx
Xxxx 00, Xxxx
Dear Sirs/Mesdames,
Re: |
Proposed Acquisition by Pure Biofuels Corp. (formerly Metasun Enterprises, Inc.) (the “Company”) of Pure Biofuels del Peru SAC (“Priveco”) |
We refer to the Share Exchange Agreement dated July 26, 2006 (the “Agreement”), among the Company, Priveco, Xxxx Xxxxxxxx (“Xxxxxxxx”) and the shareholders of Priveco (the “Shareholders”) (collectively, the “Parties”) which outlines the terms of a transaction relating to the purchase, by the Company, of 999, or 99.9%, of the issued and outstanding shares of Priveco.
The Company is requesting that Priveco, Xxxxxxxx and the Shareholders agree to immediately amend Section 8.1(d) of the Agreement which, if accepted, executed and delivered by Priveco, will form a binding agreement between the Parties.
Pursuant to this agreement, the Parties agree that subsection 8.1(d) of the Agreement is hereby deleted in its entirety and replaced with the following:
“Pubco or Priveco, if the Transaction contemplated by this Agreement has not been consummated prior to September 29, 2006, unless the parties hereto agree to extend such date in writing;”
With the exception of the foregoing, all of the terms and conditions of the Agreement remain in full force and effect.
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If you agree to the above, kindly sign a copy of this letter signifying your approval and acceptance and return the executed letter to Xxxxx Xxxxxx LLP (Facsimile: 000-000-0000 Attention: Xxxxxx Xxxx) as soon as possible.
Your truly,
Per: |
/s/ Xxxxx Xxxxxxx |
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Authorized Signatory |
The undersigned hereby agree to the foregoing terms and conditions of this agreement as of the date first written above.
PURE BIOFUELS DEL PERU SAC
Per: |
/s/ Xxxx Xxxxxxxx | |
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Authorized Signatory |
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WITNESSED BY: |
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