Optigenex Inc. and Investors Amendment Agreement to Convertible Notes (April 15, 2008)
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Summary
Optigenex Inc. and several investor entities have agreed to amend the terms of previously issued convertible notes. The amendment sets the "Applicable Percentage" for conversion at 45%. Both parties agree to take any further necessary actions to implement this change, including issuing amended notes. The agreement is effective upon signing by all parties.
EX-4.7 8 v111245_ex4-7.htm
OPTIGENEX INC.
750 LEXINGTON AVENUE, 6th FLOOR
NEW YORK, NY 10022
April 15, 2008
AJW Partners, LLC
New Millennium Capital Partners II, LLC
AJW Offshore, Ltd.
AJW Qualified Partners, LLC
1044 Northern Boulevard
Suite 302
Roslyn, New York 11576
Re: Optigenex Inc. (the “Company”) -
Amendment of Notes
Ladies and Gentlemen:
This letter sets forth the agreement of the parties hereto to amend the Applicable Percentage (as defined in the Notes) of the Notes, which are convertible into shares of the Company’s common stock, par value $.001 per share (the “Common Stock”), ever issued by the Company to the investors listed in the signature pages hereto (collectively, the “Investors”)( the “Notes”).
By execution hereof, for good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree that:
| 1. | The Applicable Percentage (as defined in the Notes) shall be 45%. |
The parties shall do and perform, or cause to be done and performed, all such further acts and things, and shall execute and deliver all such other agreements, certificates, instruments and documents, as the other parties hereto may reasonably request in order to carry out the intent an accomplish the purposes of this letter agreement, including without limitation the issuance of amended Notes.
Please signify your agreement with the foregoing by signing a copy of this letter where indicated and returning it to the undersigned.
| Sincerely, | ||
| | | OPTIGENEX INC. |
| Daniel Zwiren Chief Executive Officer | ||
| ACCEPTED AND AGREED: | |||
| AJW PARTNERS, LLC. By: SMS GROUP, LLC | |||
| Corey S. Ribotsky, Manager |
| NEW MILLENNIUM CAPITAL PARTNERS II, LLC By: FIRST STREET MANAGER II, LLC, | |||
| Corey S. Ribotsky, Manager |
| AJW OFFSHORE, LTD. By: FIRST STREET MANAGER II, LLC | |||
| Corey S. Ribotsky, Manager |
| AJW QUALIFIED PARTNERS, LLC By: AJW MANAGER, LLC | |||
| Corey S. Ribotsky, Manager |
