Amendment to Certificate of Incorporation Sample Contracts

June __, 1998 FiberChem, Inc. 1181 Grier Drive Suite B Las Vegas, Nevada 89119 Dear Sir or Madame: The undersigned, a holder of options and/or warrants to purchase Common Stock of FiberChem, Inc. (the "Company") understands that the Company intends to...
Amendment to Certificate of Incorporation • June 11th, 1998 • Fiberchem Inc • Measuring & controlling devices, nec

The undersigned, a holder of options and/or warrants to purchase Common Stock of FiberChem, Inc. (the "Company") understands that the Company intends to grant rights (the "Rights") to purchase units (the "Units") consisting of one share of the Company's common stock (the "Common Stock") and one Class E Common Stock Purchase Warrant ("Class E Warrant") to the Company's securityholders of record on the record date. If all the rights are exercised, the Company will not have sufficient shares of Common Stock authorized to meet all of its obligations. Therefore, the Company intends to seek shareholder approval at the 1998 Annual Shareholder Meeting scheduled for July 22, 1998, to amend the Company's Certificate of Incorporation to increase the number of shares of Common Stock which are authorized.

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December 7, 2001
Amendment to Certificate of Incorporation • December 11th, 2001 • Nortel Networks Corp • Telephone & telegraph apparatus • New York

This letter agreement (the “Agreement”) is being entered into in connection with the sale and issuance of Series J Preferred Stock, $.001 par value per share, of FiberNet Telecom Group, Inc. (the “Company”) to SDS Merchant Fund, L.P., Penny Lane Partners, L.P. and Alexander Enterprise Holdings, Inc. (collectively, the “Series J Holders”). Pursuant to the sale and issuance of the Company’s Series J Preferred Stock, Nortel Networks Inc. (“Nortel Networks”) has agreed to, among other things, certain concessions to the Company and certain modifications to the terms of its shares of the Company’s Series H Preferred Stock, which modifications require the approval of the stockholders of the Company and an amendment to the Company’s Certificate of Incorporation (the “Amendment”). Additionally, Signal Equity Partners, L.P. (“Signal”), currently holds certain warrants of the Company.

November __, 2007 Aisling Capital 888 Seventh Avenue 30th Floor New York, New York 10106 Dear Gentlemen:
Amendment to Certificate of Incorporation • November 13th, 2007 • Planet Technologies, Inc • Industrial & commercial fans & blowers & air purifing equip • Delaware

Together we beneficially own 2,400,835 shares of common stock (the “Common Stock”) of Planet Technologies, Inc., a California corporation (the “Company”). We each desire to amend the Certificate of Incorporation (the “Original COD”) in the manner contemplated by Exhibit A hereto (the “Amended and Restated COD”) in accordance with this letter agreement.

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