0001062993-14-004678 Sample Contracts

MERUS LABS INTERNATIONAL INC. 100 Wellington Street West, Suite 2110 Toronto, Ontario M5K 1H1
Letter Agreement • August 11th, 2014 • Merus Labs International Inc. • Pharmaceutical preparations • Ontario

We write further to the letter agreement (the “Letter Agreement”) dated June 10, 2014 between Merus Labs International Inc. (“Merus Labs”) and Dacha Strategic Metals Inc. (“Dacha”) pursuant to which Merus Labs agreed to acquire all of the issued and outstanding shares (the “Newco Shares”) of a corporation to be incorporated and organized by Dacha (“Newco”) in exchange for the issuance of common shares of Merus Labs (the “Merus Shares”) to Dacha (the “Acquisition”). The purposes of this further letter agreement (the “Acquisition Agreement”) is to set forth the definitive terms upon which the Acquisition will be completed, and is agreed to be the “Acquisition Agreement” as contemplated in Section 2 of the Letter Agreement.

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