AMENDMENT NO. 1
TO
CONSULTATION AND
SECURITIES COMPENSATION AGREEMENT
DATED JUNE 12,
2009
THIS AMENDMENT NO.
1 to
Consultation and Securities Compensation Agreement is made and
entered into this 11 th day of August, 2009, by
and between BioMedical Technology Solutions Holdings, Inc. ,
a Colorado corporation ("Company"); and Malibu Holdings,
LLC, a Colorado limited liability company
(“Consultant”).
WITNESETH:
WHEREAS
, the parties executed
and delivered a certain Consultation and Securities Compensation
Agreement dated as of June 12, 2009 (the “Agreement”);
and
WHEREAS
, the parties desire to
modify and amend certain provisions of the Agreement in the
particulars herein below set forth.
NOW,
THEREFORE, in
consideration of the mutual covenants and agreements herein
contained the parties agree as follows:
1.
Section 5.2.1 of the
Agreement is hereby amended in its entirety to provide the
following:
5.2.1
All 700,000 shares
issued as compensation for the First Term shall be deemed full
vested immediately upon the initial date of grant.
2. Section 5.2.2 of the
Agreement is hereby amended in its entirety to provide the
following:
5.2.2
Consultant agrees not to
sell, assign, transfer or otherwise dispose of any vested
Securities except as follows: an aggreg
