AMENDMENT NO. 2 to AGREEMENT AND PLAN OF MERGER
Exhibit 10.1
AMENDMENT NO. 2 to
THIS AMENDMENT NO. 2 to AGREEMENT AND PLAN OF MERGER made as of the 16th day of April, 2007 (the “Merger Agreement”)
AMONG:
SK3 GROUP, INC. (formerly CTT INTERNATIONAL DISTRIBUTORS INC.), a corporation formed pursuant to the laws of the State of Delaware and having an office for business located at 000 Xxxxxxxxxx Xxx., Xxxxxxxx, Xxx Xxxx 00000
(“SK3”)
AND:
RELIABLECOM ACQUISITION CORP., a body corporate formed pursuant to the laws of the State of Delaware and a wholly owned subsidiary of SK3 and having an office for business located at 000 Xxxxxxxxxx Xxx., Xxxxxxxx, Xxx Xxxx 00000
AND:
RELIABLECOM, INC., a body corporate formed pursuant to the laws of the State of Delaware and having an office for business located at 000 Xxxxxxxxxx Xxx., Xxxxxxxx, Xxx Xxxx 00000
AND:
XXXXXXX HOLDINGS, INC., a body corporate formed pursuant to the laws of the State of Delaware and having an office for business located at 000 Xxxxxxxxxx Xxx., Xxxxxxxx, Xxx Xxxx 00000
Section 7.6 of the Merger Agreement is hereby amended to read in its entirety as follows:
7.6
Notwithstanding any provision herein to the contrary, if the Closing does not occur on or before September 30, 2007, this Agreement will be at an end and will have no further force or effect, unless otherwise agreed upon by the parties in writing.
All other terms and conditions of the Merger Agreement remain in full force and effect and this agreement shall be governed by all other terms contained therein.
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IN WITNESS WHEREOF the parties have executed this Agreement effective as of August 10, 2007. By: /s/ XXXXX XXXXXXX
Xxxxx Kapaida, President RELIABLECOM ACQUISITION CORP. By: /s/ XXXXX XXXXXXX
Xxxxx Kapaida, President RELIABLECOM, INC. By: /s/ XXXXX XXXXXXX
Xxxxx Kapaida, President XXXXXXX HOLDINGS, INC. By: /s/ XXXXX XXXXXXX
Xxxxx Kapaida, President |
