TERMINATION AGREEMENT
THIS TERMINATION AGREEMENT (the "Agreement") is made and entered into
effective as of April 3, 2006, by and between EYI INDUSTRIES, INC. a
Nevada Corporation (the "Company"), and CORNELL CAPITAL PARTNERS, LP,
a Delaware limited partnership (the "Investor").
Recitals:
WHEREAS, the Company and the Investor entered into a Standby Equity
Distribution Agreement (the "Standby Equity Distribution Agreement");
a Registration Rights Agreement (the "Registration Rights Agreement")
and an Escrow Agreement all of which are dated as of May 13, 2005
(the "Escrow Agreement"). (Collectively, the Standby Equity Distribution
Agreement, the Registration Rights Agreement, and the Escrow Agreement are
referred to herein as the "Transaction Documents."
NOW, THEREFORE, in consideration of the promises and the mutual promises,
conditions and covenants contained herein and in the Transaction Documents
and other good and valuable consideration, receipt of which is hereby
acknowledged, the parties hereto agree as follows:
1. Termination. Each of the parties to this Agreement hereby terminates
the Transaction Documents and the respective rights and obligations contained
therein. As a result of this provision, none of the parties shall have any
rights or obligations under or with respect to the Transaction Documents.
IN WITNESS WHEREOF, the parties have signed and delivered this Termination
Agreement on the date first set forth above.
EYI INDUSTRIES, INC.
By: /s/ Xxx Xxxxxxxx
Name: Xxx Xxxxxxxx
Title: President and CEO
CORNELL CAPITAL PARTNERS, LP
By: Yorkville Advisors, LLC
Its: General Partner
By: /s/ Xxxx Xxxxxx
Name: Xxxx X. Xxxxxx
Title: Portfolio Manager
