EX-10 2 ex10-1.txt EXHIBIT 10.1 AMENDMENT TO ASSET PURCHASE AGREEMENT DATED AUGUST 23, 2011 This Amendment made this 29th day of August, 2012. Peptide Technologies Inc 601 Union Square 42nd Floor Seattle Washington 98101 WHEREAS the Purchase price of the Asset was reduced from 75,000,000 shares to 45,000,000 shares, and, NOTE: An Amendment to the Asset Purchase Agreement dated December 2011 reduced the purchase price of the Asset from 75,000,000 shares to 45,000,000 shares. As a result thirty million (30,000,000) shares were returned to treasury. WHEREAS the Assets that were purchased were set aside and new formulations were developed by the Company; and, WHEREAS the Finders Fees as incorporated in the Agreement are no longer valid. NOW THEREFORE the Directors and Officers of the Company have determined that SECTION 11.13 of the Asset Purchase Agreement shall be amended. SECTION to be amended reads as follows SECTION 11.13Finders/Founders Richard E. Fortescue and Deborah E. Fortescue-Merrin shall each be issued Fifteen Million (15,000,000) shares from the 75,000,000 share consideration hereinabove set forth for services rendered as Finders/Founders. The undersigned have agreed to the following Amendment: SECTION as amended shall read as follows SECTION 11.13 Founders Richard E. Fortescue and Deborah Fortescue-Merrin shall each be issued One Million (1,000,000) shares for a total of Two Million (2,000,000) shares from the 45,000,000 share consideration hereinabove set forth for Founders and Officers. Scott McKinley will receive the difference of Thirteen Million (13,000,000) shares for a total of Forty Three Million (43,000,000) shares. Counterparts: This Amendment may be executed in counterparts (including e-mail attachment (PDF) or facsimile). Each such counterpart so executed and delivered will be considered to be an original and such counterparts taken together will constitute one and the same document. WHEREAS ALL DIRECTORS AND OFFICERS HEREBY AGREE TO ALL HEREIN This amendment to the agreement is governed by the Law of British Columbia, Canada Peptide Technologies Inc. Per Per --------------------------------- -------------------------------- Deborah Fortescue-Merrin Scott McKinley Per --------------------------------- Richard Fortescue