H2Diesel, Inc. 20283 State Road 7, Suite 40 Boca Raton, Florida 33498 September 11, 2006
Exhibit
10.2
H2Diesel,
Inc.
00000
Xxxxx Xxxx 0, Xxxxx 00
Xxxx
Xxxxx, Xxxxxxx 00000
September
11, 2006
Xx.
Xxxxxxxxxx Xxxxxxxx
Xxx
Xxxxxxxx, 000X
Xxxx
[Xxxxxxxxx], Xxxxx
Re:
|
Exclusive
License Agreement dated March 20, 2006 (the “License
Agreement”),
between Xxxxxxxxx Xxxxxxxx and H2Diesel, Inc. (“H2”)
|
Dear
Ferdinando:
To
memorialize our recent discussions, please acknowledge your agreement that
the
License Agreement is amended to extend each of the following deadlines to
December 31, 2006, by executing this letter in the space provided below:
(1) | the date of payment of $1 million required by Section 1.b.(i)B of the License Agreement; |
(2) |
the
expiration of the exercise period for H2’s option to acquire exclusive
licensing rights in South America under Section 1.c. of the License
Agreement; and
|
(3) |
the
date by which H2 must use reasonable efforts to cause a registration
statement to be filed with the Securities and Exchange Commission
under
Section 2.d. of the License Agreement.
|
In
consideration of the foregoing, H2 hereby agrees that the right of first offer
under Section 1.d of the License Agreement shall not apply to any rights with
respect to the Product (as defined in the License Agreement) in or with respect
to the country of Romania.
Kindest
regards,
H2
Diesel, Inc.
By:___/s/
Xxx X. Xxxxx
Xxx
X. Xxxxx
Chief
Executive Officer
Acknowledged
and agreed to this 11th
day of
September, 2006:
/s/
Xxxxxxxxxx Xxxxxxxx
Xxxxxxxxxx
Xxxxxxxx