EXHIBIT 4.2
Xxxxxxx, Xxxxxx, Xxxxxxxxx, Xxxx & Xxxxxx
September 29, 2003
Xx. Xxxxxx Xxxxxxx
Hy-Tech Technology Group, Inc.
0000 Xxx Xxxxx Xxxxx
Xxxx Xxxxx, XX 00000
RE: MODIFIED RETAINER AGREEMENT
Dear Xx. Xxxxxxx:
Please accept this letter as confirmation that Hy-Tech Technology
Group, Inc. (the "Company"), has agreed to modify the retainer agreement between
the Company and Xxxxxxx, Savage, Kaplowitz, Wolf & Marcus ("GSKWM"). The
modification is to take effect as of even date herewith. The modification, which
we understand was approved by the Company's Board of Directors, is for the
Company to pay its outstanding bill for legal services with shares of the
Company's common stock, $.001 par value.
We understand that the outstanding bill will be satisfied by the
issuance of 1,950,000 shares valued at $51,850. If we elect to sell the shares
promptly after receipt thereof, then we shall cease all sales after we have
received net proceeds of $51,850 and shall return the balance of the shares
remaining unsold to the Company. The board of directors has approved the filing
of a registration on Form S-8 for these 1,950,000 shares. The legal services for
which these shares are being registered and subsequently issued to Xxx
Xxxxxxxxx, Esq., a partner of GSKWM, did not include any services in connection
with the offer or sale of securities in a capital raising transaction, and did
not directly or indirectly promote or maintain a market for the Company's
securities.
Please note that this letter may be filed as an exhibit to the Form
S-8. In order to effectuate the modification of the Retainer, please sign this
letter and return it to my office.
Sincerely,
/s/ Xxxxxxx, Xxxxxx, Xxxxxxxxx, Xxxx & Xxxxxx
XXXXXXX, XXXXXX, XXXXXXXXX, XXXX & XXXXXX
ACCEPTED AND AGREED:
HY-TECH TECHNOLOGY GROUP, INC.
By: /S/ XXXXXX XXXXXXX
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Xxxxxx Xxxxxxx
Chief Executive Officer