0001193125-06-181329 Sample Contracts

AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • August 29th, 2006 • New World Brands Inc • Wholesale-beer, wine & distilled alcoholic beverages • Delaware

This Amendment No. 1 to Asset Purchase Agreement (this “Amendment”), dated as of August 28, 2006, is by and among New World Brands, Inc., a Delaware corporation (the “Buyer”), and Qualmax, Inc., a Delaware corporation (the “Seller”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement (as defined below).

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AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • August 29th, 2006 • New World Brands Inc • Wholesale-beer, wine & distilled alcoholic beverages • Florida

This Amendment No. 1 to Stock Purchase Agreement (this “Amendment”), dated as of August 28, 2006, is by and among International Spirits, LLC, a Nevada limited liability company or its assigns (“Purchaser”); New World Brands, Inc., a Delaware corporation (“Seller”); and International Importers, Inc., a Florida corporation (the “Company”). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement (as defined below).

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