EX-2
from 8-K/A
1 page
Addendum No. 2 to Agreement and Plan of Acquisition by and Among Livestar Entertainment Group, Inc. a Nevada Corporation, 1485684 Ontario Limited an Ontario Corporation, and Mr. Terrance Lall an Individual. Effective as of September 26, 2003 <page> This Is an Addendum Dated September 26, 2003 to the Agreement and Plan of Acquisition Dated July 29, 2003 by and Among Livestar Entertainment Group Inc., a Nevada Corporation ("Livestar"), 1485684 Ontario Limited, an Ontario Corporation Doing Business as the Sequel Nightclub ("Sequel"), and Mr. Terrance Lall, an Individual ("Mr. Lall") (The "Agreement"). 1. Section 5.21 of the Agreement Is Hereby Amended and Restated So That It Shall Now Read in Its Entirety as Follows: Section 5.21 Closing. the Transactions Contemplated Under This Agreement Shall Close Upon Payment of the Cash Consideration Assuming Concurrent Delivery of the Sequel Shares and an Absolute Assignment of the Shareholder Loans to Livestar and the Prior Delivery of the Livestar Shares to Mr. Lall or His Designees (The "Closing"). the Closing Shall Take Place on October 29, 2003, That Date Being 90 Days Following the Execution of This Agreement Unless Extended by Mr. Lall as Set Forth Herein. Any Duty or Responsibility of Any Party to This Agreement Called for in This Agreement That Is Not Performed Prior to Closing Shall Survive the Closing, Including Without Limitation, the Duty to Register the Livestar Shares and the Joint Duties to Support the Transfer of the Liquor License and to Complete Necessary Audits and Financial Statements. in Witness Whereof, the Parties Hereto Have Caused This Addendum to the Agreement to Be Executed and Entered Into as of the Date First Above Written. Livestar Entertainment Group, Inc., a Nevada Corporation By: /S/ Ray Hawkins Ray Hawkins Its: CEO 1485684 Ontario Limited an Ontario Corporation By: /S/ Terrance Lall Terrance Lall Its: CEO /S/ Terrance Lall - Terrance Lall, Individual
12/34/56
EX-2
from 8-K
1 page
<page> Addendum to Agreement and Plan of Acquisition by and Among Livestar Entertainment Group, Inc. a Nevada Corporation, 1485684 Ontario Limited an Ontario Corporation, and Mr. Terrance Lall an Individual. Effective as of August 5, 2003 <page> This Is an Addendum Dated August 5, 2003 to the Agreement and Plan of Acquisition Dated July 29, 2003 by and Among Livestar Entertainment Group Inc., a Nevada Corporation (?Livestar?), 1485684 Ontario Limited, an Ontario Corporation Doing Business as the Sequel Nightclub (?Sequel?), and Mr. Terrance Lall, an Individual (?Mr. Lall?) (The ?Agreement?). 1. Section 3.2 of the Agreement Is Hereby Amended by Adding to Section 3.2 the Following Provisions. Any Conflict Between These Provisions and the Language of Section 3.2 Set Forth in the Agreement Shall Be Resolved in Favor of the Language in This Addendum. in the Event Livestar Does Not Complete the Cash Consideration Payment by the Closing Date, but Makes a Minimum Payment of $120,000 Usd, Mr. Lall Shall Have the Option in His Sole Discretion, to Amend the Payment Terms in the Form of a Note That Will Extend the Due Date for Payment of the Balance Outstanding of the Cash Consideration. This Note Will Be Secured With the Sequel Shares as Referred to in Section 3.3 of the Agreement, Along With a Registered Personal Property Security Agreement (P.P.S.A). 2. This Addendum Does Not Alter Livestar?s Responsibilities Under Sections 3.4, 3.6, 4.1 and 4.2 of the Agreement. in Witness Whereof, the Parties Hereto Have Caused This Addendum to the Agreement to Be Executed and Entered Into as of the Date First Above Written. Livestar Entertainment Group, Inc., a Nevada Corporation By: /S/ Ray Hawkins Ray Hawkins Its: CEO 1485684 Ontario Limited, an Ontario Corporation By: /S/ Terrance Lall Terrance Lall Its: CEO /S/ Terrance Lall - Terrance Lall, Individual
12/34/56