Exhibit 99.1
EIGHTH AMENDMENT TO PURCHASE AND SALE AGREEMENT
THIS EIGHTH AMENDMENT TO PURCHASE AND SALE AGREEMENT ("Eighth
Amendment"), made effective as of the 28th day of December, 2007, by and between
DEACON ENTERPRISES, INC., a Michigan corporation, whose address is ▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ("Seller"), and VOYAGER PETROLEUM, INC., a
Nevada corporation, whose address is ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ("Purchaser"). Seller and Purchaser are also each
individually referred to as a "Party" and collectively as the "Parties".
W I T N E S S E T H:
WHEREAS, on January 19, 2007 Seller and Purchaser entered into a
Purchase and Sale Agreement for land and improvements commonly known as ▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇, situated in the City of Detroit, ▇▇▇▇▇ County, Michigan ("Original
Agreement"); and
WHEREAS, the Parties have executed seven (7) separate Amendments to the
Purchase Agreement (Original Agreement, together with all Amendments is the
"Agreement"); and
WHEREAS, Seller and Purchaser desire to further amend the Agreement.
NOW, THEREFORE, Purchaser and Seller agree as follows:
1. Extension of Inspection Period. Purchaser's right to inspect
and evaluate the Property and otherwise determine whether
Purchaser shall purchase the Property (the "Inspection
Period") shall be extended until January 25, 2008 at 5:00 p.m.
EST.
2. Additional Deposit. In connection with execution of this
Amendment, Purchaser shall wire transfer an additional $15,000
Deposit directly into the trust account of Seller's attorney,
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ of Finkel, Whitefield, Selik, ▇▇▇▇▇▇▇ &
▇▇▇▇▇▇▇, P.C. ("Escrow Agent"). These funds shall be treated
in the same manner as the $35,000 Deposit currently held by
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title Company. The entire $50,000 Deposit is
non-refundable to Purchaser unless Seller defaults. If
Purchaser does not purchase the property, and Seller is not in
default, then Seller shall be entitled to retain the entire
Deposit.
3. Closing. If Purchaser is not ready to close by January 25,
2008, Seller may terminate the Agreement, retain the Deposit,
and neither Party shall have any further obligations to the
other, except that Purchaser shall have a reasonable period of
time to remove all of Purchaser's equipment, fixtures and
other property of Purchaser located at the Property. If the
transaction closes, the entire Deposit shall be applied to the
Purchase Price.
4. Notice. Notice to terminate the Agreement by either Party
through their respective attorneys may be provided by
facsimile or e-mail to the attorney representing the other
Party.
5. Counterparts and Facsimile. This Agreement may be executed in
any number of counterparts, all of which when taken together
shall constitute one and the same instrument. Facsimile and
e-mail PDF versions of signatures shall be deemed originals
for purposes of execution and delivery of this Amendment.
The Parties have executed this Eighth Amendment as of the date set
forth above.
SELLER: PURCHASER:
DEACON ENTERPRISES, INC. VOYAGER PETROLEUM, INC.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇▇▇▇▇▇, President ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, President