Exhibit 10.1
As of
December 31, 2007
Attn:
Yungtai Hsu
Dear
Mr. Hsu:
This
letter amendment (“Amendment”) is made as of the last
date set forth below between Yungtai Hsu and Bentley
Pharmaceuticals, Inc. and shall amend the Asset Purchase Agreement
between Yungtai Hsu and Bentley Pharmaceuticals, Inc., dated
February 1, 1999, effective as of December 31, 1998 (the
“Agreement”). Unless otherwise defined, all capitalized
terms used herein shall have the meaning ascribed to them in the
Agreement.
In
consideration of the mutual covenants and obligations set forth
herein, and for other good and valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, Yungtai Hsu and
Bentley Pharmaceuticals, Inc. hereby amend the Agreement as
follows:
1.
Section 2.04(a) of the Agreement is deleted in its entirety
and replaced with the following paragraph:
2.04
Purchase Price: Allocation: Adjustment.
(a)
Purchase Price. The aggregate purchase price for Assets and for the
covenant of Seller contained in Section 5.07 shall be
(i) U.S. $1,074,000 (the “Cash Portion of the Purchase
Price”), subject to the adjustments as provided on paragraph
(b) below; (ii) an aggregate of $350,000 of shares of
common stock (the ‘Shares&
