|1.||On the Effective Date, the Forfeited Options shall be cancelled and retired by the Company and shall be of no further force or effect, and the undersigned agrees that no payment by the Company to the undersigned shall be made with respect thereto.|
|2.||The undersigned hereby acknowledges that the Company will cancel the Forfeited Options on the books and records of the Company.|
|3.||The undersigned represents and warrants to the Company that the undersigned holds good and valid title to the Forfeited Options, free and clear of all liens, encumbrances, pledges, interests, and adverse claims whatsoever.|
/s/ Michael Nahass
Accepted and Acknowledged:
TERRA TECH CORP.
/s/ Derek Peterson