Ratification and Extension Agreement
Exhibit
10.3.4
THIS Agreement is made and
entered into this 10th day of October, 2008, by and between Millennium Group
Worldwide Incorporated, a Florida corporation with its principal place of
business at ▇▇▇▇ ▇. ▇▇▇▇
▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ ("MGW”), and Prism Real Estate, Inc., a
Minnesota corporation with a principal place of business at ▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (hereinafter referred to as
“Prism”).
WHEREAS,
MGW have entered into a Joint Venture agreement dated May 11, 2007 (the “Prior
Joint Venture Agreement”);
WHEREAS, the Prior Joint Venture Agreement Addendum (at Section Now, Therefore Paragraph 2) was conditioned upon MGW obtaining adequate funding under its Form S-1 Registration, such period of time having already expired as a function of the registration and review process;
WHEREAS, both MGW and Prism wish to ratify the Prior Joint Venture Agreement Addendum and extend the period that will satisfy the Section Now, Therefore Paragraph 2 (c) condition as to timing.
NOW, THEREFORE, the parties agree as follows:
1. MGW
and Prism hereby ratify the Prior Joint Venture Agreement in all
respects;
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2.
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Section
Now, Therefore Paragraph 2 (c) relating to timing of funding is extended
to no later than March 15, 2009, or immediately after the appropriate
funding is available from the offering;
and
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3.
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This
Agreement, together with the Prior Joint Venture Agreement and Amendments
as hereby incorporated by reference, constitutes the entire understanding
between the parties relating to the subject matter hereof, and no
amendment or modification to this Agreement shall be valid or binding upon
the parties unless made in writing and signed by each
party.
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IN
WITNESS WHEREOF the parties hereto have executed this Agreement as of the date
first written above.
MILLENNIUM
GROUP WORLD INCORPORATED
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇,
▇▇.
(Signature)
▇▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇, President
PRISM
REAL ESTATE, INC.
/s/ ▇▇▇▇▇▇▇ ▇.
▇▇▇▇▇▇
(Signature)
▇▇▇▇▇▇▇
▇. ▇▇▇▇▇▇, President