Amendment to Warrant Agreement Between Avalon and GATX Ventures, Inc. (October 11, 2001)

Contract Categories: Business Finance › Warrant Agreements
Summary

Avalon and GATX Ventures, Inc. have agreed to amend their Warrant Agreement dated May 14, 2001. The amendment requires Avalon to authorize enough Series B Preferred Stock to allow full exercise of the warrant and to notify GATX when this is done. Avalon also agrees not to undergo any major corporate changes, such as mergers or liquidation, until these shares are authorized. If Avalon does not complete a qualified financing by October 31, 2001, GATX may exercise the warrant for common stock instead. All other terms of the original agreement remain unchanged.

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EX-10.26B 37 w07623exv10w26b.htm EX-10.26B exv10w26b  

Exhibit 10.26B

       
 
     
   
          19 Firstfield Road v Gaithersburg, MD 20878 v Phone: 301 ###-###-#### v Fax: 301 ###-###-####

     October 11, 2001

     Kevin May
     GATX Ventures, Inc.
     3687 Mount Diablo Blvd
     Suite 200
     Lafayette, CA 94549

Re: Warrant Agreement for 20,000 Shares

     Dear Kevin:

This letter agreement hereby amends paragraph 3 of the Warrant Agreement dated May 14, 2001 by and between GATX and Avalon and is restated in its entirety as follows:

     The Company covenants with the holder of this Warrant that: (a) as soon as practicable, but in no event later than the final closing of the Series B Preferred Stock anticipated to be on or about July 31, 2001, the Company will cause sufficient shares of Series Preferred to be authorized to permit the full exercise of this Warrant and will notify the holder or holders thereof when such shares are authorized, and (b) no liquidation, dissolution, merger, consolidation, acquisition or other liquidation event of the Company will occur until the Company has authorized sufficient shares of Series Preferred for the full exercise of this Warrant. Should the Company fail to complete a Qualified Financing by October 31, 2001, the holder of this Warrant shall have the option of exercising this Warrant for shares of the Company’s Common Stock.

     Other than the foregoing change the Warrant agreement shall remain in full force and effect.

                         
  /s/ Thomas G. David           /s/ Patricia W. Leicher        
                 
  Thomas G. David
General Counsel & 		  Date
10-11-01 		      Name: Patricia W. Leicher
Title: SVP 		  Date     10/12/01    
  Vice President of Operations           GATX Ventures, Inc.        

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