Exhibit 10.7


 





SECOND SUPPLEMENT TO


STOCK PURCHASE AGREEMENT


SUMMIT HOLDINGS, INC. [,]


A COLORADO CORPORATION


 


THIS SECOND SUPPLEMENT TO STOCK PURCHASE
AGREEMENT SUMMIT HOLDINGS, INC. [,] A COLORADO CORPORATION, (hereinafter “First Supplement”) is made and entered into
this 5th day of June,
2013, by and between RON [ALD J.] RICHARDSON and JAY [V.] HARALSON (hereinafter jointly “Sellers”) ARMADA WATER ASSETS,
INC., a Nevada corporation, authorized to transact business in Colorado, (hereinafter “Buyer”), and SUMMIT HOLDINGS,
INC., a Colorado corporation, (hereinafter “Corporation”). Sellers, Buyer and Corporation are sometimes referred to
individually as a “Party” and collectively as the “Parties.”


 


RECITALS:


 


A.          The Parties hereto entered into a
Stock Purchase Agreement Summit Holdings, Inc. [,] a Colorado corporation, on June 5, 2013, (hereinafter “Stock Purchase Agreement”).


 


B.          Pursuant to Section 12.03 of the Stock
Purchase Agreement, that agreement may be supplemented in writing and is binding if executed by the parties thereto in writing.


 


C.          The Parties hereto freely enter into
this Second Supplement, full and adequate consideration being acknowledged by each Party by the Parties’s signatures hereto.


 


NOW, THEREFORE, in consideration of the Stock Purchase Agreement
and this Second Supplement hereto, its recitals, terms, conditions, benefits and burdens, the Parties agree as follows:


 


1.          The Parties agree that Corporation
shall deliver a Security Agreement and a UCC Financing Statement with Sellers as creditors securing in second position the assets
of Corporation, which Security Agreement and UCC Financing Statement shall remain filed until such time as Buyer is no longer obligated
for direct payment to Sellers under the Stock Purchase Agreement or by Promissory Note or at such time as Buyer’s payment obligation
to Sellers shall be satisfied by issuance of Series C Preferred Stock or common stock of Buyer.


 


2.          Sellers agree to subordinate the Security
Agreement and UCC Financing Statement to an institutional lender providing financing to Corporation in timely fashion upon request
of Corporation to do so.


 




    	 



    	 



    

 


3.          The
Parties shall mutually agree upon the conventional documentation required to be executed to satisfy this requirement on or before
June 12, 2013.


 


4.          This
Second Supplement fully incorporates each and every term and condition of the Stock Purchase Agreement and of a First Supplement
to Stock Purchase Agreement Summit Holdings, Inc. [,] a Colorado Corporation, of even date herewith, not contrary to the terms
and conditions herein contained, as well as all exhibits attached thereto.


 


5.          The
Parties hereto, their representatives, officers, directors, employees and agents of all descriptions shall be bound to the terms
and conditions of this Second Supplement.


 


IN
WITNESS WHEREOF, the Parties hereto have set their hands and seals the day and year first above written. 


 





	Sellers	 	Buyer
	 	 	 
	 	 	ARMADA WATER ASSETS, INC.
	/s/ Jay
    [V.] Haralson	 	 
	Jay [V.] Haralson	 	By	/s/ Mitch
    Burroughs
		 	 	President
	/s/ Ron
    [ald J.] Richardson	 	 
	Ron [ald J.] Richardson	 	ATTEST:
	 	 	 
		 	/s/ Maarten
    Propper
		 	 	CEO


  


	Corporation	 	 
	 	 	 
	SUMMIT
    HOLDINGS, INC.	 	 
	 	 	 
	By	/s/ Jay
    V. Haralson	 	 
	 	Jay V. Haralson, President 	 	 
	 	 	 
	ATTEST:	 	 
	 	 	 
	/s/ Karen
    Vogel	 	 
	Karen Vogel, Secretary	 	 


 




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