AMENDMENT1 AGREEMENT

Exhibit 10.1

This Amendment 1 Agreement (“Amendment 1”) is entered into as of July 23, 2010 by and among Mammatech Corporation, a Florida corporation (the “Company”), Verdad Telecom, Inc., a Nevada corporation (the “Purchaser”), and Mark K. Goldstein and Henry S. Pennypacker (collectively, the “Principals”).  , and each of the persons signing below (the “Parties”).

WHEREAS, the Parties entered in to a Stock Purchase Agreement dated July 9, 2010 (“Agreement”); and

 

WHEREAS, the Parties would like to modify the terms of the agreement whereby the Company desires to sell to Purchaser, and Purchaser desires to buy from Company, 47,286,188 shares of Company’s common stock, par value $0.0001 per share (the “Common Stock”), representing approximately 90.22% of Company’s outstanding Common Stock for a Purchase Price of $28,371.71; and

 

WHEREAS, The Company and the Parties wish to make certain changes in such agreements as set forth below.

In consideration of their mutual agreements, the Company and the Parties agree as follows:

Section 2.1 is amended and replaced in its entirety to read as follows:

“Purchase of Common Stock.  At the Closing, based upon the representations, warranties, covenants and agreements of the parties set forth in this Agreement the Purchaser hereby subscribes for and agrees to purchase, and Company hereby agrees to sell, assign, issue and deliver to Purchaser, 47,286,188 shares (the “Shares”) of Company’s common stock for an aggregate consideration of Twenty-Eight Thousand Three Hundred Seventy-One U.S. Dollars and Seventy-Three U.S. Cents (US$28,371.71) (“Purchase Price”).  The Purchase Price per Share is approximately $0.0006.”

2.           Counterparts and Facsimile or E-mail Signatures.  This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.  This Agreement may be executed by a facsimile or e-mail signature (including signatures in Adobe PDF or similar format), provided that a copy of such signatures is transmitted by fax or e-mail to an officer of the Company.

 

 

 

The Company and the Parties have executed this Amendment Agreement as of the date first written above.

 

Mammatech Corporation

a Florida corporation

By:                                                                

Henry S. Pennypacker, President,

Chief Executive Officer, Director

Verdad Telecom, Inc.

a Nevada corporation

By: ______________

       Eric Stoppenhagen, President

Accepted and agreed to:

________________________________

Mark K. Goldstein, Individually

________________________________

Henry S. Pennypacker, Individually