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EXHIBIT 6.19
AMENDMENT NO. 2
TO
ACQUISITION AGREEMENT
This is Amendment No. 2 (this "Amendment") to that certain Acquisition
Agreement dated May ___, 1999, as amended by Amendment No. 1 thereto (the
"Agreement"), by, between and among GOLF BALL WORLD, INC., a company
incorporated under the laws of the State of Florida; XXXXX.XXX, INC., a company
incorporated under the laws of the State of Delaware; and the persons listed on
Exhibit "A" attached thereto and made a part thereof, being all of QORUS's
stockholders now and as of the closing date of the Agreement. All terms not
defined herein are used with the same meanings as defined in the Agreement.
1. The first sentence of Section 2 of the Agreement is hereby
amended to read in its entirety as follows:
2. Purchase Price. The aggregate purchase price to be
paid by GOLF for the QORUS Common Shares shall be 5,333,145
(post-reverse split) shares of GOLF $.001 par value voting
common stock (the "GOLF Common Shares").
2. Each and every reference in the Agreement to "5,332,334" is
hereby amended to read "5,333,145," and any mathematical calculation set forth
in the Agreement, including, without limitation, the calculation of any
percentages, which included the number "5,332,334" is hereby amended accordingly
to reflect the use of "5,333,145" in lieu thereof.
3. Except as expressly modified hereby, each of the other terms
and provisions of the Agreement are hereby ratified and confirmed in all
respects and shall remain in full force and effect in accordance with their
respective terms.
4. This Amendment may be executed in one or more counterparts,
each of which will be deemed to be an original copy of this Amendment and all of
which, when taken together, will be deemed to constitute one and the same
agreement.
IN WITNESS WHEREOF, the Parties have executed and delivered this
Amendment as of the date first written above.
GOLF BALL WORLD, INC.
By:
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Name: Xxxxxx Xxxxxxxxx
Title: President and Chief
Executive Officer
XXXXX.XXX, INC.
By:
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Name:
Title:
STOCKHOLDERS
(See Attached Schedule)
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