April 23, 2009 Imperium Master Fund, Ltd. c/o Imperium Advisers, LLC 1120 Avenue of the Americas New York, NY 10036 Attention: John Michaelson Dear Mr. Michaelson,Securities Purchase and Loan Agreement • April 24th, 2009 • Echo Therapeutics, Inc. • Electromedical & electrotherapeutic apparatus • New York
Reference is made to that certain Securities Purchase and Loan Agreement (as amended to date, the “Loan Agreement”), dated as of March 24, 2008, by and between Echo Therapeutics, Inc., a Delaware corporation (the “Company”), and Imperium Master Fund, Ltd., a Cayman Islands company (“Imperium”). Reference is also made to that certain Original Issue Discount Senior Secured Note, dated March 24, 2008 (“Senior Secured Note 1”), issued by the Company to Imperium pursuant to the Loan Agreement, Original Issue Discount Senior Secured Note, dated April 25, 2008 (“Senior Secured Note 2” and together with Senior Secured Note 1, the “Notes”), and that certain letter agreement, dated March 23, 2009, by and between the Company and Imperium extending the Maturity Date of Senior Secured Note 1 (the “Letter Agreement”). Capitalized terms used herein but not defined shall have the meanings ascribed thereto in the Loan Agreement and/or the Notes. Pursuant to Section 5(c) of the Notes, the terms of the N
