PROMISSORY NOTE EXTENSION AGREEMENT
Exhibit
10.1
This Promissory Note Extension
Agreement (“Agreement”) is made
and entered into as of June 4, 2010, by and among, MedPro Safety Products, Inc.,
a Nevada corporation (“Company”) and Vision Opportunity Master Fund, Ltd., a
Cayman corporation (“Vision”).
WHEREAS, on February 26 and
March 31, 2010 the Company issued to Vision, and Vision purchased from the
Company, Promissory Notes due June 30, 2010 (the “Maturity Date”) in the amount
of Eight Hundred Fifty Thousand Dollars ($850,000.00) and Four Hundred Fifty
Thousand dollars ($450,000.00) (jointly, the “Notes”), respectively;
and
WHEREAS, the Company wishes
for Vision to extend the Maturity Date
FOR AND IN CONSIDERATION of
the premises and the respective covenants, agreements and obligations
hereinafter set forth, Company and Vision do hereby agree as
follows:
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1)
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Extension of
Note. The Maturity Date as defined in the Notes shall be
extended to September 30, 2010.
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2)
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Terms and Conditions
of Note. Except as expressly set forth herein, all of
the terms and conditions to the Note shall continue in full force and
effect after the execution of this Agreement and shall not be in any way
changed, modified or superseded by the terms set forth
herein.
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[REMAINDER
OF THE PAGE INTENTIONALLY LEFT
BLANK]
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IN WITNESS WHEREOF, this
Acknowledgement was duly executed as of the date set forth above.
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By:
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/s/
Xxxxx Xxxxxx
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Name:
Xxxxx Xxxxxx
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Title:
Chairman and Chief Executive Officer
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VISION
OPPORTUNITY MASTER FUND, LTD.
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By:
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/s/
Xxxx Xxxxxxxx
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Name:
Xxxx Xxxxxxxx
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Title:
Director
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