Exhibit 2.1
FIRST AMENDMENT TO AGREEMENT
THIS FIRST AMENDMENT TO AGREEMENT (the "Amendment") relates to that certain
Agreement (the "Agreement") entered into on the 25th day of September 2002 among
and between Voicenet, Inc. a Delaware corporation, Voice Synergies, Ltd., a
Quebec corporation and 0000-0000 Xxxxxx, Inc., a Quebec corporation.
1. Section 5 of the Agreement is hereby amended in its entirety to read as
follows:
In the event that the Definitive Agreement is not executed by each of
the parties hereto on or before January 9, 2003 for any reason
whatsoever, the transactions described herein shall be rescinded and
(a) Voice Synergies and 3087 shall forthwith return the consideration
received by them pursuant hereto to Voicenet and (b) Voicenet
shall forthwith return the consideration received by it pursuant
hereto to Voice Synergies and 3087. In such event, except as may
be otherwise provided by the Definitive Agreement, upon such return
none of the parties hereto shall have any liability to any of the
other parties under this Agreement.
2. A new Section 11 to the Agreement shall read as follows:
The Agreement, including the exhibits hereto, contains the complete
agreement among the parties with respect to the transactions
contemplated hereby and the subject matter hereof and supersedes
all prior agreements and understandings among the parties with
respect to thereto.
3. Other than as expressly set forth herein, the Agreement shall remain in
full force and effect.
IN WITNESS WHEREOF, the Amendment has been executed as of this 10th day of
November, 2002.
VOICENET, INC.
By: /s/ Xxxxxx X. Xxxxxxx XX
VOICE SYNERGIES, LTD.
By: /s/ Xxxxxxx Xxxxxxx
3087-8102 QUEBEC, INC.
By: /s/ Xxxxxxx Xxxxxxx
