SECOND AMENDED ADVISORY SERVICES AGREEMENT
Exhibit
10.2
SECOND
AMENDED ADVISORY SERVICES AGREEMENT
This
Second Amended Advisory Services Agreement (the “Second
Amendment”),
is
effective as of May 18, 2007, between Xxxxx X. Panther, II (the “Consultant”),
and
VoIP, Inc. (the “Company”).
WHEREAS,
on
May 9,
2007, the Consultant and the Company entered into an Advisory Services Agreement
(the “Services
Agreement”),
and
on May 14, 2007 these parties entered into a First Amended Advisory Services
Agreement; and
WHEREAS,
the
Consultant and the Company wish to further amend certain sections of the
Services Agreement; and
NOW,
THEREFORE,
in
consideration of the mutual covenants contained in this Second Amendment,
and
for good and valuable consideration, the receipt of which is hereby
acknowledged, it is agreed as follows:
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1.
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It
is agreed that Sections 3(d), 3(e), 4(e), and the related Exhibits
A and C
of the Services Agreement shall be eliminated.
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2.
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It
is further agreed that the Consultant will not engage in capital
raising
or stock promotion activities on behalf of the Company during
the term of
the Services Agreement, as amended.
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3.
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It
is further acknowledged that the Consultant is an “accredited investor”
(as defined in Rule 501 of Regulation D), and such Consultant
has such
experience in business and financial matters that he is capable
of
evaluating the merits and risks of an investment in the Company’s
securities as provide for in the Services Agreement (the “Securities”), as
amended. Such Consultant is not required to be registered as
a
broker-dealer under Section 15 of the Exchange Act and such Purchaser
is
not a broker-dealer. The Consultant acknowledges that an investment
in the
Securities is speculative and involves a high degree of
risk.
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IN
WITNESS WHEREOF, this Second Amended Advisory Services Agreement has been
executed by the parties first listed above on as of May 18, 2007.
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COMPANY:
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XXXXX
X. PANTHER, II
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VOIP,
INC.
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/s/
Xxxxx X. Panther, II
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/s/
Xxxxxxx Xxxxxxx
By:
Xxxxxxx Xxxxxxx
Its:
Chief
Executive Officer
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