AMENDMENT TO LETTER AGREEMENT REGARDING OPENFILMConsulting Agreement • March 30th, 2012 • Net Element, Inc. • Services-computer processing & data preparation • California
This letter agreement is deemed entered into as of September 28, 2010. When and if Enerfund, LLC and/or Mike Zoi and Dmitry Kozko trade any portion of their interest in Openfilm, LLC for shares of a public company, Enerfund, LLC shall include James Caan ("Caan") in the trade of interest in Openfilm, LLC to be included in the same ratio as Enerfund's Openfilm interest, at no cost or tax liability to Caan (the "Exchange"). Any expense or liability resulting directly or indirectly from such exchange shall be borne by (and reimbursed promptly upon submission of costs) by Enerfund, LLC to Caan. Enerfund agrees it shall not enter into an agreement to buy or sell the assets or stock of the public company, Openfilm or the music entity, once formed, without notifying Caan of the transaction and including Caan, on a pro rata basis, in all equity sales, pro rata, on the same terms as Enerfund. The stock to be issued to Caan in the Exchange will be unrestricted (subject to Reg. 144 restrictions if
AMENDMENTAmendment • March 30th, 2012 • Net Element, Inc. • Services-computer processing & data preparation • Florida
This AMENDMENT (this “Amendment”) dated as of January 10, 2012 (the “Effective Date”) between MOTORSPORT, LLC (fka Enerfund Motorsport, LLC) (the “Purchaser”), TOM HAAPANEN (“Haapanen”), JACK DURBIN (“Durbin”), NANCY SCHILKE (“Schilke”) and ERIC GILBERT (“Gilbert” and collectively with Haapanen, Durbin and Schilke, the “Sellers”) amends that certain Stock Purchase Agreement (the “SPA”) dated December 17, 2010 between Motorsport LLC and the Sellers. All capitalized terms not otherwise defined herein shall have the meaning so prescribed in the SPA. Parties shall mean the Sellers and the Purchaser.
