AMENDMENT NO. 1
AMENDMENT NO.
1
This
Amendment No. 1 (“Amendment”) is made this 7th day of
January, 2011, by and between New Horizon, Inc., a Texas corporation (“Seller”),
and Heartland Bridge Capital, Inc., a Delaware corporation (fka I-Web
Media, Inc.) (“Purchaser”) (together the “Parties”), to amend the terms of that
certain asset purchase agreement by and between the Parties dated December 9,
2010 (the “Agreement”). In the event the terms of the Agreement and
this Amendment conflict, the terms of this Amendment control.
WHEREAS,
under the terms of the Agreement, Purchaser purchased certain Assets (as defined
in the Agreement) from the Seller in exchange for certain securities of the
Purchaser, including Four Million (4,000,000) shares of the Purchaser’s common
stock, restricted in accordance with Rule 144;
WHEREAS,
the shares of common stock have not been issued to the Seller;
WHEREAS,
the Seller has informed the Purchaser that Six Hundred Thousand (600,000) shares
of the Purchaser’s common stock were supposed to go directly to Xxxxx Xxxxxxx,
an individual, and not to the Seller;
WHEREAS
the Parties now desire to amend the Agreement such that Three Million Four
Hundred Thousand (3,400,000) shares are to be delivered to the Seller and Six
Hundred Thousand (600,000) shares are to be delivered directly to Xxxxx Xxxxxxx
at the address listed below;
THEREFORE,
in consideration of good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the Parties agree to amend the terms of
Agreement as necessary to effectuate the following:
The
Agreement is hereby amended such that Three Million Four Hundred Thousand
(3,400,000) shares of the Purchaser’s common stock are to be delivered to the
Seller, with the other Six Hundred Thousand (600,000) shares of the Purchaser’s
common stock to be delivered directly to Xxxxx Xxxxxxx. All other
terms of the Agreement remain unchanged.
IN
WITNESS WHEREOF, the Parties hereto, by their duly authorized officers or other
authorized signatory, have executed this Amendment as of the date first above
written. This Amendment may be signed in counterparts and facsimile
signatures treated as original signatures.
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“Seller”
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“Purchaser”
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New
Horizon, Inc.,
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a
Texas corporation
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a
Delaware corporation
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/s/ M. Xxxxx Xxxxxxx
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/s/ Xxxxx X. Xxxxxxxxxx
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By: M.
Xxxxx Xxxxxxx
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By: Xxxxx
X. Xxxxxxxxxx
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Its:
President
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Its: Chief
Executive Officer
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The
undersigned hereby agrees to the recitals and amendment set forth above, and
hereby represents and warrants that he is aware of and hereby makes the
representations and warranties in Sections 3.10 – 3.12 of the Agreement
regarding his receipt of the Six Hundred Thousand (600,000) shares of the
Purchaser’s common stock.
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/s/ Xxxxx Xxxxxxx
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Xxxxx
Xxxxxxx
0000-X
Xxxxx Xxxxx Xxxxxx
Xxxxxx,
XX
00000
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