ADDENDUM TO JOINT VENTURE AGREEMENT
THIS ADDENDUM TO JOINT VENTURE AGREEMENT ("Addendum") is
made as of the 18th day of February, 2002 (the "Addendum Date"), by
and between by and between ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ("Salna"), an individual
resident in the City of ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇; BROKTON
INTERNATIONAL, LTD., ("Brokton"), a corporation organized under the
laws of the Turks and Caicos; and DOVER PETROLEUM EGYPT I, INC.
("Dover Petroleum"), a corporation organized under the laws of the
State of Florida, United States of America, each in such parties
capacity as a Venturer (as such term is defined in that certain
Joint Venture Agreement dated as of May 28, 2001 [the "Joint Venture
Agreement"]). DOVER INVESTMENTS LIMITED ("Dover Investments"),
corporation organized under the laws of Ontario, Canada has been
added as a party hereto for the limited purposes indicated herein.
RECITALS
The Venturers have formed a joint venture (the "Joint
Venture") pursuant to the Joint Venture Agreement, and the Venturers
own and control 70.00% of the Interests (as such term is defined in
the Joint Venture Agreement).
The Joint Venture Agreement anticipates that GHAREEB ▇. ▇▇▇▇
("▇▇▇▇"), an individual resident in the City of Vancouver, British
Columbia, Canada and ▇▇▇▇ ▇. ▇▇▇▇ ("Riva"), an individual resident
in the City of Calgary, Alberta, Canada would be Venturers.
▇▇▇▇ and Riva have, as of the Addendum Date, neglected to
execute a counterpart of the Joint Venture Agreement.
The Joint Venture may materially suffer in the event that
the Venturers were to defer its business operations awaiting the
execution of the Joint Venture Agreement by ▇▇▇▇ and Riva.
The Venturers have agreed until such time as ▇▇▇▇ and Riva
execute a counterpart of the Joint Venture Agreement, the Venturers
will for all purposes under the Joint Venture Agreement treat ▇▇▇▇
and Riva as if they had executed a counterpart of the Joint Venture
Agreement.
AGREEMENT
NOW, THEREFORE, the Venturers mutually agree as follows:
1. Recitations. The above recitals are true and
correct and are incorporated into this Addendum.
2. Agreement. Until such time as ▇▇▇▇ and Riva,
each individually, executes a counterpart of the Joint Venture
Agreement, the Venturers shall for all purposes under the Joint
Venture Agreement treat the Interests of ▇▇▇▇ and Riva as if ▇▇▇▇
and Riva has executed the Joint Venture Agreement and were Venturers
thereunder, and the Venturers shall hold such Interests in trust for
the benefit of ▇▇▇▇ and Riva. Accordingly, Salna, Brockton and
Dover Petroleum agree that in connection with any matter or thing
occurring under or as a result of the Joint Venture Agreement, the
Joint Venture shall be fully accountable to ▇▇▇▇ and Riva in
connection therewith and to the extent of their Interests therein.
3. Joinder by Dover Investments. Dover Investments has
joined in the execution of this Addendum to acknowledge that it is
aware that this Addendum has been executed.
4. Amendment. Except as modified by this Addendum all
other terms and conditions of the Joint Venture Agreement remain in
full force and effect without any modification thereto.
(Signatures appear next page)
IN WITNESS WHEREOF, the Venturers hereto have caused this
Addendum to be executed as of the day and year first above written.
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
▇▇▇▇▇▇ ▇. ▇▇▇▇▇
Brokton
International,
Ltd.
/s/ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
By:
▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, President
Dover
Petroleum
Egypt
I., Inc.
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
By:
▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Vice President
LIMITED JOINDER
Dover Investments Ltd. joins in the execution of this
Addendum for the purposes expressed in paragraph 3 hereof.
Dover Investments Ltd.
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇
_______________________________________
▇▇▇▇▇▇ ▇▇▇▇▇, President
