ADDENDUM TO STOCK PURCHASE AGREEMENT
ADDENDUM
TO STOCK PURCHASE AGREEMENT
This
ADDENDUM TO STOCK PURCHASE AGREEMENT (this “Addendum”)
is
dated as of August 29, 2007, by and among Appalachian Oil Company, Inc., a
Tennessee corporation (the “Company”),
the
undersigned stockholders of the Company (collectively, the “Sellers”),
and
Titan Global Holdings, Inc., a Utah corporation (the “Buyer”).
WITNESSETH:
WHEREAS,
the Buyer, the Company and the Sellers made and entered into a Stock Purchase
Agreement dated July 17, 2007 (the “Agreement”),
pursuant to which Buyer has agreed to purchase, and Sellers have agreed to
sell,
all of the issued and outstanding capital stock of the Company, on the terms
and
conditions set forth in the Agreement; and
WHEREAS,
the Buyer, the Company and the Sellers have entered into Addenda to the
Agreement on July 17, 2007 and on July 24, 2007;
WHEREAS,
the parties wish to further amend the Agreement as set forth below.
NOW,
THEREFORE, for and in consideration of the foregoing recitals, and other good
and valuable consideration, the receipt and legal sufficiency of which are
hereby acknowledged, the parties agree as follows:
1. Section
2.3 of the Agreement, as amended, is hereby amended by deleting from
clause (a) thereof “September 4, 2007” and inserting in its place
“September 12, 2007.”
2. As
amended hereby, the Agreement shall remain in full force and
effect.
[Signatures
are on the next page.]
IN
WITNESS WHEREOF, this Addendum has been executed as of the date first above
written.
| BUYER: | ||
| TITAN GLOBAL HOLDINGS, INC. | ||
| |
|
|
| By: | /s/ Xxxxx X. Chance | |
|
Name: Xxxxx X. Chance |
||
| Title: President and Chief Executive Officer | ||
| THE COMPANY: | ||
| APPALACHIAN OIL COMPANY, INC. | ||
| |
|
|
| By: | /s/ Xxxxxxx X. Xxxxxxxx | |
|
Name: Xxxxxxx X. Xxxxxxxx |
||
| Title: President | ||
| SELLERS: | ||
| /s/Xxxxxxx X. Xxxxxxxx | ||
|
XXXXXXX X. XXXXXXXX |
||
| /s/ Xxxx X. XxxXxxx | ||
|
XXXX X. XXXXXXX
(by
Xxxxxxx X. Xxxxxxxx under Power of Attorney
dated
7-11-07)
|
||
|
THE XXXXX X. XXXXXXX
IRREVOCABLE TRUST
|
||
| By: | /s/ Xxxx X. XxxXxxx | |
|
Xxxx X. XxxXxxx, Trustee
(by
Xxxxxxx X. Xxxxxxxx under Power of Attorney
dated
7-11-07)
|
||
|
THE XXXXX X. XXXXXXX
REVOCABLE TRUST OF
2005
|
||
| By: | /s/ Xxxxx X. XxxXxxx | |
|
|
||
