EXHIBIT 10.31
NORTH AMERICAN TECHNOLOGIES GROUP, INC.
JOINDER TO STOCKHOLDERS' AGREEMENT
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This Joinder to Stockholders' Agreement is entered into this 21st day of
May 1998 by the signatories hereto (the "Additional Investors")
WHEREAS, the Additional Investors have received copies of that certain
Stockholders' Agreement dated as of April 5, 1996 by and among North American
Technologies Group, Inc., a Delaware corporation (the "Company"), the Management
Stockholders and the Investors, Amendment No. 1 to the Stockholders' Agreement
and Amendment No. 2 to the Stockholders' (collectively the "Agreement"); and
WHEREAS, the Additional Investors have purchased shares of the Company's
Convertible Cumulative Preferred Stock, Series G-Subseries II (the "Subseries II
Shares") pursuant to the terms of that certain Stock Purchase Agreement dated as
of March 31, 1997 by and among the Company and the other signatories thereto and
that certain Stock Purchase Agreement For An Additional Closing by and among the
Company and the other signatories thereto which require the Additional Investors
to become parties to the Agreement.
NOW, THEREFORE, for and in consideration of the premises and the mutual
agreements and convenants contained in the Agreement, and for other good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the undersigned Additional Investor hereby agrees to be a party to
the Agreement and to be bound by and entitled to the benefits of all of the
terms and conditions contained therein.
IN WITNESS WHEREOF, this Joinder to Stockholders' Agreement has been duly
executed by the undersigned Additional Investor as of this 21st day of May,
1998.
ADDITIONAL INVESTORS:
By:_______________________________________
