AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER JANUARY 23, 2008Agreement and Plan of Merger • January 25th, 2008 • Pure Biofuels Corp • Industrial organic chemicals
Reference is made to the AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of December 4, 2007, by and among Pure Biofuels Corp., a Nevada corporation (“Parent”), Pure Biofuels del Peru S.A.C, a Peruvian corporation and a 99.9% owned subsidiary of Parent (“Acquirer”), Interpacific Oil S.A.C., a Peruvian corporation (“Target” (which term shall include any subsidiaries of Target as applicable)), Luis Goyzueta Angobaldo, Peruvian citizen, identified with DNI No. 10609920; Alberto Pinto Rocha, Peruvian citizen, identified with DNI No. 08249574; and Patrick Orlando Panizo, Peruvian citizen, identified with Peruvian Passport No. 0552726 (collectively, the “Target Stockholders”).
COMPLETE SETTLEMENT AND RELEASE AGREEMENTComplete Settlement and Release Agreement • January 25th, 2008 • Pure Biofuels Corp • Industrial organic chemicals • New York
This Complete Settlement and Release Agreement (this “Agreement”), dated as of January 18, 2008, is by and among Wharton Capital Partners, Ltd. and Wharton Capital Markets, LLC (together, “Wharton”) and Pure Biofuels Corp. (“PBOF”).
