Addendum to Region Agreement between Thornton & Associates Ltd. and MidNet (Canada) Inc.

Summary

Thornton & Associates Ltd. and MidNet (Canada) Inc. have agreed to modify their existing Region Agreement for India, originally signed on December 20, 2005. This addendum, effective March 25, 2006, extends the deadline for payment and assignment obligations due to delays in server delivery. The agreement will now terminate on August 31, 2006, if full payment is not received by MidNet or if the region is not assigned to an acceptable third party by that date.

EX-10.1 2 ex10-1.txt ADDENDUM TO REGION AGREEMENT Exhibit 10.1 ADDENDUM 1 to the Region Agreement dated December 20th, 2005 by and between THORNTON & ASSOCIATES LTD. and MIDNET, INC. This Addendum (the "Addendum") is made as of March 25, 2006 (the "Effective Date") by and between Thornton & Associates Ltd., a British Columbia corporation ("Thornton"), and MidNet (Canada) Inc., a British Columbia corporation ("MidNet"). RECITALS A. On December 20th 2005 Thornton and MidNet entered into a Region Agreement for India (the "Agreement"). B. Due to unforeseen delays related to the delivery of xPort servers by MidNet the parties wish to extend the terms defined in section 5.3 of the Agreement. C. Section 5.3 of the Agreement is to be replaced by section 1 of this Addendum. Accordingly, the parties agree as follows: AGREEMENT 1. TERMINATION FOR NON-PAYMENT The Agreement will terminate on August 31, 2006, in the event that: (a) full payment has not been received by MidNet for the region; or (b) an Assignment has not been made to an acceptable third party. THE REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives: THORNTON & ASSOCIATES LTD. MIDNET (CANADA), INC. Per: /s/ Bob Thornton Per: /s/ Tilo Kunz --------------------------- --------------------------- Authorized Signatory Authorized Signatory Bob Thornton Tilo Kunz --------------------------- --------------------------- Title: president / CEO Title: president / CEO ------------------------- -------------------------