Madison Enterprises Group, Inc. New York, NY 10022Acquisition Agreement • April 17th, 2012 • Madison Enterprises Group, Inc. • Blank checks
Reference is made to the Acquisition Agreement (the “Acquisition Agreement”) dated May 10, 2011 between Madison Enterprises Group, Inc. (“Madison") and Fastfix, Inc. ("Fastfix"). The number of shares authorized pursuant to Fastfix’s Certificate of Incorporation (COI) is one thousand five hundred (1,500) shares “without par value”. We had believed, based upon information provided by Fastfix, that there had been an amendment to the COI to increase the authorized shares to one hundred million (100,000,000) shares with a $.00001 par value. An amendment to the COI was never filed; therefore, there was no increase in the authorized shares of Fastfix. Accordingly, the number of shares authorized is one thousand five hundred (1,500) shares. Thus, the number of shares reflected in the Acquisition Agreement shall be adjusted on a pro rata basis to reflect the issuance of one thousand five hundred (1,500) shares at the time of the closing of the Acquisition Agreement in lieu of the ninety nine mi
AGREEMENTAgreement • April 17th, 2012 • Madison Enterprises Group, Inc. • Blank checks
WHEREAS, Iswara, Deep Sea, Fastfix, Madison and the shareholders of Fastfix entered into an acquisition agreement (the “Acquisition Agreement’) dated as of the 10th day of May, 2011 (the “Closing Date”).
Madison Enterprises Group, Inc.Acquisition Agreement • April 17th, 2012 • Madison Enterprises Group, Inc. • Blank checks
Reference is made to the Acquisition Agreement (the “Acquisition Agreement”) dated May 10, 2011 between Madison Enterprises Group, Inc. (“Madison") and Mintz & Fraade Enterprises, LLC and Sierra Grey Capital, LLC. Pursuant to the Acquisition Agreement, the two million eight hundred twenty four thousand eight hundred (2,824,800) shares (the “Redeemed Shares”) representing 88% of Madison were to be “redeemed” in consideration for Madison’s promise to pay one hundred fifty thousand ($150,000) dollars to Mintz & Fraade Enterprises, LLC and Sierra Grey Capital, LLC. The Redeemed Shares were to be redeemed as of the closing pursuant to the Acquisition Agreement (the “Closing”) based upon the agreement of Madison to pay one hundred fifty thousand ($150,000) dollars to Mintz & Fraade Enterprises, LLC and Sierra Grey Capital, LLC. Mintz & Fraade Enterprises, LLC and Sierra Grey Capital, LLC, as of the Closing, do not own any interest or have any rights in the Redeemed Shares other than to recei
