Exhibit U
WAIVER
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Effective as of March 3, 2005
We refer to the Shareholders Agreement dated December 17, 2001 by and among
Power Technology Investment Corporation ("PTIC"), ▇▇▇▇ ▇▇▇▇▇▇, es qualite,
trustee of the FMRC Family Trust ("FMRC"), Picchio Pharmaceuticals Inc. (now
Picchio Pharma Inc.) ("PICCHIO") and ▇▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (Intervenant), as
amended (the "SHAREHOLDERS AGREEMENT").
FMRC and PTIC are independently considering investing in or acquiring shares of
Neurochem Inc. ("NEUROCHEM"). The undersigned hereby consent to an investment in
or acquisition of up to 250,000 common shares of Neurochem by each of FMRC and
PTIC during the month of March, 2005 and consequently waive the rights pursuant
to Article 9 of the Shareholders Agreement in connection with such contemplated
investments/acquisitions.
This waiver shall not be deemed or construed to be a waiver with respect to any
other independent investment by the parties to the Shareholders Agreement.
POWER TECHNOLOGY INVESTMENT CORPORATION
Per: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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/s/ ▇▇▇▇ ▇▇▇▇▇▇
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▇▇▇▇ ▇▇▇▇▇▇, es qualite, trustee of the FMRC
Family Trust
PICCHIO PHARMA INC.
Per: /s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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▇▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (Intervenant)