WARRANT TO PURCHASE COMMON STOCK OF NEWPORT INTERNATIONAL GROUP, INC. (Void after Termination Date, as defined below)Warrant Agreement • June 1st, 2006 • Newport International Group Inc • Real estate • New York
This certifies that, for value received, Langley Park Investment Trust, P.L.C. (“Holder”) is entitled, subject to the terms and conditions set forth below, at any time or from time to time after the date last executed below (the “Effective Date”) and before the Termination Date (as defined below), to purchase from Newport International Group, Inc. (the “Company”), 3,000,000 shares of common stock of the Company (the “Common Shares”) at an exercise price per share of $1.00 (the “Exercise Price”), subject to the Share Sale Restrictions defined below. The number, character and Exercise Price of such Common Shares are subject to adjustment as provided below. The term “Warrant” as used herein shall include this Warrant, and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued pursuant to Section 1.1 of that certain Repurchase Agreement entered into between Holder and Company contemporaneously with this Warrant (the “Repurchase Agreement”).
AMENDMENT TO ESCROW AGREEMENTEscrow Agreement • June 1st, 2006 • Newport International Group Inc • Real estate • New York
THIS AMENDMENT TO ESCROW AGREEMENT, dated as of May 26, 2006, amends the Escrow Agreement dated as of July 6, 2004 (“Escrow Agreement”) between Newport International Group, Inc. (“Newport”), Gottbetter & Partners, LLP (“Gottbetter”) and Langley Park Investment Trust, PLC (“Langley”), as follows:
REPURCHASE AGREEMENTRepurchase Agreement • June 1st, 2006 • Newport International Group Inc • Real estate • New York
This Repurchase Agreement (“Agreement”), effective as of the date last executed below, is entered into by and between Langley Park Investment Trust, PLC (“Langley”) and Newport International Group, Inc. (“Newport”) (collectively, the “Parties”).
