AMENDMENT 1 AGREEMENT
Exhibit 3
AMENDMENT
1 AGREEMENT
This
Amendment 1 Agreement (“Amendment 1”) is entered into as of July 23, 2010 by and
among Mammatech Corporation, a Florida corporation (the “Company”), Verdad
Telecom, Inc., a Nevada corporation (the “Purchaser”), and Xxxx X. Xxxxxxxxx and
Xxxxx X. Xxxxxxxxxxx (collectively, the “Principals”). , and each of the persons
signing below (the “Parties”).
Recitals
WHEREAS,
the Parties entered in to a Stock Purchase Agreement dated July 9, 2010
(“Agreement”); and
WHEREAS,
the Parties would like to modify the terms of the agreement whereby the Company
desires to sell to Purchaser, and Purchaser desires to buy from Company,
47,286,188 shares of Company’s common stock, par value $0.0001 per share (the
“Common Stock”), representing approximately 90.22% of Company’s outstanding
Common Stock for a Purchase Price of $28,371.71; and
WHEREAS,
The Company and the Parties wish to make certain changes in such agreements as
set forth below.
Agreement
In
consideration of their mutual agreements, the Company and the Parties agree as
follows:
1.
Changes to Purchase Price and Number of Shares to be Purchased
Section
2.1 is amended and replaced in its entirety to read as follows:
“Purchase
of Common Stock. At the Closing, based upon the representations, warranties,
covenants and agreements of the parties set forth in this Agreement the
Purchaser hereby subscribes for and agrees to purchase, and Company hereby
agrees to sell, assign, issue and deliver to Purchaser, 47,286,188 shares (the
“Shares”) of Company’s common stock for an aggregate consideration of
Twenty-Eight Thousand Three Hundred Seventy-One U.S. Dollars and Seventy-Three
U.S. Cents (US$28,371.71) (“Purchase Price”). The Purchase Price per Share is
approximately $0.0006.”
2.
Counterparts and Facsimile or E-mail Signatures. This Agreement may be executed
in two or more counterparts, each of which shall be deemed an original, but all
of which together shall constitute one and the same instrument. This Agreement
may be executed by a facsimile or e-mail signature (including signatures in
Adobe PDF or similar format), provided that a copy of such signatures is
transmitted by fax or e-mail to an officer of the Company.
[Remainder
of Page Intentionally Left Blank]
The
Company and the Parties have executed this Amendment Agreement as of the date
first written above.
THE
COMPANY:
Mammatech
Corporation
a Florida
corporation
By:
Xxxxx X.
Xxxxxxxxxxx, President,
Chief
Executive Officer, Director
THE
PURCHASER:
a Nevada
corporation
By:
______________
Xxxx
Xxxxxxxxxxxx , President
Accepted
and agreed to:
Principals
________________________________
Xxxx X.
Xxxxxxxxx, Individually
________________________________
Xxxxx X.
Xxxxxxxxxxx, Individually
