0000950117-06-000445 Sample Contracts

WAIVER AND MODIFICATION
Waiver and Modification • February 2nd, 2006 • Ortec International Inc • Biological products, (no disgnostic substances)

Reference is made to the Registration Rights Agreement (the “Agreement”) dated as of October 12, 2005 by and among Ortec International, Inc. (the “Company”) and the purchasers listed on Schedule I thereto. Capitalized terms not defined in this waiver and modification shall have the meaning ascribed to them in the Agreement. The undersigned, being the Holders of a majority of the Registrable Securities now outstanding and pursuant to the provisions of Section 7 (f) of the Agreement agree and consent to the following:

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