AMENDMENT NO. 2
Exhibit 10.4
AMENDMENT NO. 2
WHEREAS the parties executed as of December 11, 2009, an agreement (the “Agreement”), by and among, Diamond Technologies Inc., a Nevada corporation whose principal office is located at 0000 Xxxxxx Xxxxxx Xxxx, Xxxx 0, Xxxxxxxx, XX X0X 0X0 (“DTI”); and Xxxx Xxxxx, Xxxxx Xxxxx, Xxxxxx Xxxxx and Xxxxx Xxxxx, who are directors and shareholders of Rophe Medical Technologies Inc., (collectively referred to as (:SELLER”); and Rophe Medical Technologies Inc., a corporation organized under the laws of Canada whose principal office is located at 000 Xxxxxx Xxxxx Xxxx, Xxxx 000, Xxxxxxx, XX X0X 0X0 (“ROPHE”); and
WHEREAS the agreement was amended by “Amendment No. 1 to the Agreement” dated the 18th day of December, 2009 (the Agreement as so amended being hereinafter referred to as the “Amended Agreement”), and;
WHEREAS the parties desire to further amend and modify the Amended Agreement in the manner hereinafter provided;
NOW, THEREFORE, in consideration of the sum of ten dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
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1.
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The Amended Agreement is hereby further amended and modified as hereinafter provided:
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2.
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In satisfaction of payment to the SELLER, referred to in paragraph 1.3 (a) of the Amended Agreement of the sum of $50,000 on or before the 30th day of January 2010, DTI shall
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(a)
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Pay to Xxxx Xxxxx $35,000 by March 5th 2010 and
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(b)
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Pay to Xxxx Xxxxx $15,000 by March 31st 2010.
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3.
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In satisfaction of payment to the SELLER, referred to in paragraph 1.3 (a) of the Amended Agreement of the sum of $200,000 on March 31st, and $250,000 on April 30th, 2010 DTI shall
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(a)
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Issue to the SELLER upon the execution hereof 3,000,000 common shares of DTI in the following manner:
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Xxxx Xxxxx – 1,400,000 common shares
Xxxxx Xxxxx – 1,400,000 common shares
Xxxxxx Xxxxx – 100,000 common shares
Xxxxx Xxxxx – 100,000 common shares
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(b)
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Pay to Xxxx Xxxxx on March 31st, 2010, $50,000.
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4.
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Terms used herein shall have the same meanings as in the Amended Agreement.
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5.
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Except as hereinbefore provided all the provisions of the Amended Agreement shall remain in full force and effect.
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Dated this 16th day of March, 2010.
A Nevada Corporation
By: XXXXX XXXXXX
President
I have authority to bind the corporation
Rophe Medical Technologies Inc.
A corporation organized under the laws of Canada
By: XXXX XXXXX
President
I have authority to bind the corporation
