Exhibit K
WAIVER
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Effective as of May 27, 2004
We refer to the Shareholders Agreement dated December 17, 2001 by and among
Power Technology Investment Corporation ("PTIC"), Xxxx Xxxxxx, es qualite,
trustee of the FMRC Family Trust ("FMRC"), Picchio Pharmaceuticals Inc. (now
Picchio Pharma Inc.) ("PICCHIO") and Xx. Xxxxxxxxx Xxxxxxx (Intervenant), as
amended (the "SHAREHOLDERS AGREEMENT").
PTIC is independently considering investing in or acquiring shares of Neurochem
Inc. ("NEUROCHEM"). The undersigned hereby consent to an investment in or
acquisition of up to 450,000 common shares of Neurochem by PTIC prior to August
31, 2004 and consequently waive the rights pursuant to Article 9 of the
Shareholders Agreement in connection with such contemplated
investment/acquisition.
This waiver shall not be deemed or construed to be a waiver with respect to any
other independent investment by the parties to the Shareholders Agreement.
POWER TECHNOLOGY INVESTMENT CORPORATION
Per: /s/ Xxxxx Xxxxx
_______________________________________
/s/ Xxxx Xxxxxx
____________________________________________
XXXX XXXXXX, es qualite, trustee of the FMRC
Family Trust
PICCHIO PHARMA INC.
Per: /s/ Xx. Xxxxxxxxx Xxxxxxx
_______________________________________
/s/ Xx. Xxxxxxxxx Xxxxxxx
____________________________________________
XX. XXXXXXXXX XXXXXXX (Intervenant)