SIDE LETTER
INTEGUMEN LIMITED Sand Xxxxxx Applied Innovation Campus Sand Xxxxxx York North Yorkshire YO41 1LZ England
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00 Xxxx Xxxxxxx Xxxxxx Xxxxx 000 Xxxx XX 00000 Xxxxxx Xxxxxx of America
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1 September 2016
Re Enhance Skin Products Inc. (the “Company”)
Dear Sirs
We refer to the option agreement, dated 7 July 2016, between (1) Integumen Limited, formally known as BioSurface Limited (“Integumen”) and (2) the Company (the “Option Agreement”). This letter constitutes a side letter to the Option Agreement.
Save as otherwise provided for in this letter, defined terms used in this letter shall have the meaning ascribed to such terms in the Option Agreement.
We the undersigned being all of the parties to the Option Agreement hereby agree and confirm that, in consideration for the participation by each party hereto in the good faith negotiations in relation to the entry into an asset purchase agreement in relation to certain assets owned by the Company, the Option Agreement shall be amended, in accordance with Clause 10.3 of the Option Agreement, by the deletion of the current Clause 3.2 of the Option Agreement and its replacement with the following new Clause 3.2:
“3.2 The Option shall lapse on 8 September 2016.”
This letter may be executed in any number of counterparts each of which when executed and delivered shall be an original, but all the counterparts together shall constitute one and the same instrument.
This letter shall be governed by the laws of England and Wales and the parties hereby irrevocably submit to the jurisdiction of the courts of England and Wales in relation to any dispute arising from, or in connection with, this letter.
Yours faithfully
| Duly authorised, for and on behalf of | Duly authorised, for and on behalf of | |
| INTEGUMEN LIMITED | ENHANCE SKIN PRODUCTS INC. |
