ORTEC INTERNATIONAL, INC. 3960 Broadway New York, NY 10032 January 3, 2005 Exchange of Series C Convertible Preferred Stock for Common Stock and Participation Commitment in Proposed Private Placement. To: Holders of Series C Convertible Preferred...Exchange of Series C Convertible Preferred Stock for Common Stock and Participation Commitment in Proposed Private Placement • January 11th, 2005 • Ortec International Inc • Biological products, (no disgnostic substances)
Reference is hereby made to (i) the Series C Convertible Preferred Stock Purchase Agreement dated as of May 23, 2003, as amended on July 29, 2003 (the "Purchase Agreement"), by and among Ortec International, Inc. (the "Company") and the investors named therein (each, a "Series C Holder") and (ii) the Certificate of Designation of the Relative Rights and Preferences of the Series C Convertible Preferred Stock (the "Series C Preferred Stock") of the Company filed on May 23, 2004 with the Delaware Secretary of State (the "Certificate of Designation"). Capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the Purchase Agreement and the Certificate of Designation, as applicable.
