Exhibit 10.32
AMENDMENT No. 1
to
COMMON STOCK AND WARRANT
PURCHASE AGREEMENT
This AMENDMENT No. 1 (this “
Amendment ”), dated as of December 10, 2007, by
and between O2Diesel Corporation, a corporation organized and
existing under the laws of the State of Delaware (the “
Company ”), and Energenics Holdings Pte Ltd, a company
incorporated in Singapore (the “ Energenics
”).
W I T N E S S E T
H
WHEREAS , the
Company and Seller are parties to the Common Stock and Warrant
Purchase Agreement, dated October 17, 2007 (the “
Purchase Agreement ”), pursuant to which the Company
is selling to Energenics shares of the Company’s common
stock, par value $0.0001 per share (the “ Common Stoc
k”) and warrants to purchase shares of Common Stock (“
Investment Warrant ”); and
WHEREAS , the
parties wish to modify certain provisions of the Purchase
Agreement as provided herein.
NOW, THEREFORE , in
consideration of the premises and the respective agreements
hereinafter set forth, the Parties hereby agree as follows:
1.
AMENDMENTS TO THE PURCHASE AGREEMENT.
a.
In Section 1.1(a), the number (i) “2,551,020”
is hereby deleted, and “3,333,333” is inserted in lieu
thereof, and (ii) “1,275,510” is hereby deleted,
and “1,666,667” is inserted in lieu thereof.
b.
In Section 1.1(b), the number “US$0.50̶