Exhibit 10.1


 


Second Amendment to Sections 27.1 and
27.2 of Equipment Supply Contract


 


Sections 27.1 and
27.2 of the Equipment Supply Contract effective January 2, 2015 between the undersigned parties are hereby amended as follows:


 


Section 27.1


 


Section 27.1 originally
read as follows:


 


Pilot Program
Contingency. Customer’s obligations under this Contract shall be and hereby are contingent upon the institution, completion
by that date which is one hundred twenty (120) days after the Effective Date (which date may be extended for an additional thirty
(30) days at Customer’s option upon prior written notice to P2O), and Customer’s acceptance, in its sole discretion,
of the results of, of a pilot test program (a “Pilot Program”) whereby Customer shall utilize, on terms mutually
agreeable to P2O and Customer, P2O’s facility (the “Test Facility”) at 20 Iroquois Street, Niagara Falls,
New York (the “Pilot Program Contingency”) to ascertain Customer’s willingness to go forward with the
transactions contemplated herein, and, if so ascertained, to establish Minimum Performance Levels for the Initial Order and using
the relevant feedstock. Immediately upon the execution and delivery of this Contract by the parties hereto, the parties shall
in good faith diligently negotiate the terms of an agreement for use of the Test Facility for the Pilot Program.


 


Section 27.1 was
previously amended and currently reads as follows:


 


Pilot Program
Contingency. Customer’s obligations under this Contract shall be and hereby are contingent upon the institution, completion
by that date which is two hundred ten (210) days after the Effective Date (which date may be extended for an additional thirty
(30) days at Customer’s option upon prior written notice to P2O), and Customer’s acceptance, in its sole discretion,
of the results of, of a pilot test program (a “Pilot Program”) whereby Customer shall utilize, on terms mutually
agreeable to P2O and Customer, P2O’s facility (the “Test Facility”) at 20 Iroquois Street, Niagara Falls,
New York (the “Pilot Program Contingency”) to ascertain Customer’s willingness to go forward with the
transactions contemplated herein, and, if so ascertained, to establish Minimum Performance Levels for the Initial Order and using
the relevant feedstock. Immediately upon the execution and delivery of this Contract by the parties hereto, the parties shall
in good faith diligently negotiate the terms of an agreement for use of the Test Facility for the Pilot Program.


 


By this Second Amendment,
Section 27.1 is amended again to read as follows:


 


Pilot Program
Contingency. Customer’s obligations under this Contract shall be and hereby are contingent upon the institution, completion
by that date which is three hundred (300) days after the Effective Date (which date may be extended for an additional thirty (30)
days at Customer’s option upon prior written notice to P2O), and Customer’s acceptance, in its sole discretion, of
the results of, of a pilot test program (a “Pilot Program”) whereby Customer shall utilize, on terms mutually
agreeable to P2O and Customer, P2O’s facility (the “Test Facility”) at 20 Iroquois Street, Niagara Falls,
New York (the “Pilot Program Contingency”) to ascertain Customer’s willingness to go forward with the
transactions contemplated herein, and, if so ascertained, to establish Minimum Performance Levels for the Initial Order and using
the relevant feedstock. Immediately upon the execution and delivery of this Contract by the parties hereto, the parties shall
in good faith diligently negotiate the terms of an agreement for use of the Test Facility for the Pilot Program.


 






    	 



    	 	 	 



    

 


Section 27.2


 


Section 27.2 originally
read as follows:


 


Financing Contingency.
Customer’s obligations under this Contract shall be and hereby are contingent upon Customer obtaining funding for (i) the
Pilot Program on terms acceptable to Customer in its sole discretion, on or before that date which is thirty (30) calendar days
after the Effective Date, and (ii) the Initial Order and working capital in amounts and upon terms acceptable to Customer in Customer’s
sole discretion, on or before that date which is sixty (60) days after Customer’s written notice of removal or satisfaction
of the Pilot Program Contingency.


 


Section 27.2 was
previously amended and currently reads as follows:


 


Financing Contingency.
Customer’s obligations under this Contract shall be and hereby are contingent upon Customer obtaining funding for (i) the
Pilot Program on terms acceptable to Customer in its sole discretion, on or before that date which is one hundred twenty (120)
calendar days after the Effective Date, and (ii) the Initial Order and working capital in amounts and upon terms acceptable to
Customer in Customer’s sole discretion, on or before that date which is sixty (60) days after Customer’s written notice
of removal or satisfaction of the Pilot Program Contingency.


 


By this Second Amendment,
Section 27.2 is amended again to read as follows:


 


Financing Contingency.
Customer’s obligations under this Contract shall be and hereby are contingent upon Customer obtaining funding for (i) the
Pilot Program on terms acceptable to Customer in its sole discretion, on or before that date which is two hundred ten (210) calendar
days after the Effective Date, and (ii) the Initial Order and working capital in amounts and upon terms acceptable to Customer
in Customer’s sole discretion, on or before that date which is sixty (60) days after Customer’s written notice of
removal or satisfaction of the Pilot Program Contingency.


 


All other terms and conditions of the
Equipment Supply Contract shall remain the same.


 


	Dated: July 31, 2015	PLASTIC2OIL, INC., a Nevada corporation
	 	 	 
	 	By:	/s/ Richard W.
    Heddle
	 	 	Richard W. Heddle
	 	 	President & CEO
	 	 	 
	Dated: July 31, 2015	ECONAVIGATION, LLC, a New York limited
    liability company
	 	 	 
	 	By:	/s/ Mark D. Ragus
	 	 	Mark D. Ragus
	 	 	President