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[On headed paper of Molecular
Vision Limited]
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Professor Donal
Bradley
Rose Garth, Old Long Grove
Seer Green, Beaconsfield
Buckinghamshire HP9 2QH
United Kingdom
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Professor
Andrew DeMello
64 Hamilton Road
Middlesex TW2 6SN
Untied Kingdom
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Dr John DeMello
Flat 9, The Chase
Clapham, London SW4 0NH
United Kingdom
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Imperial
Innovations Limited
Level 12 Electrical Engineering Building
Imperial College London
London SW7 2AZ
United Kingdom
0
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Imperial
Innovations Businesses LLP ( "Imperial" )
Level 12 Electrical Engineering Building
Imperial College London
London SW7 2AZ
United Kingdom
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Acrongenomics
Inc.
( "Acrongenomics" )
Fairfax House
15 Fulwood Place
London WC1V 6AY
United Kingdom
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Christopher
Wright
( "Mr Wright" )
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2008
Dear Sirs
Supplemental Agreement to the
Subscription and Shareholders' Agreement relating to Molecular
Vision Limited (the "Company")
This letter agreement is
supplemental to the subscription and shareholders' agreement
entered into by the Company and certain of you on 30 July 2007 and
adhered to by Imperial, Acrongenomics and Mr Wright on [ ], [ ] and
[ ] respectively (the "Shareholders' Agreement" ). The
purpose of this letter agreement is to set out various amendments
and additions to the Shareholders' Agreement.
Acrongenomics Inc. Board Seat
Rights
Pursuant to a letter agreement
dated 19 August 2008 entered into between the Company, you and
Acrongenomics, it is agreed that Acrongenomics shall be entitled to
appoint a director to the board of the Company for so long as it
holds at least 15% of the shares of the Company in issue. By
signing this letter, you agree to the insertion of the following
new clauses in the Shareholders' Agreement in the following
terms:
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14.3A
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Subject to prior approval by
the Board (such approval not to be unreasonably
withheld) of the identity of the
proposed appointee, Acrongenomics shall be entitled to
appoint (for long as it holds at least 15% of the Shares in
issue) as a director of the Company any person and to remove
fr
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