PROMISSORY NOTE MODIFICATION AND EXTENSION AGREEMENT
EXHIBIT
10.7
PROMISSORY
NOTE MODIFICATION
AND
EXTENSION
AGREEMENT
THIS
AGREEMENT is by and between Newport Capital Management, LLC (hereinafter
referred to as “Investor”), and Vivakor, Inc., a Nevada Corporation (hereinafter
referred to as the “Holder”), and shall have an effective date of October
19, 2009.
WITNESSETH:
WHEREAS,
Investor previously executed a promissory note in an original principal amount
of Six Hundred Fifty Nine Thousand Two Hundred Ninety Five Dollars ($659,295.00)
dated August 19, 2009 (the “Promissory Note”); and
WHEREAS,
Investor has encountered financial difficulties which make it impossible for
Investor to comply with the terms and conditions of the Promissory Note;
and
WHEREAS,
the Promissory Note is currently due and payable in full; and
WHEREAS,
Investor and Holder wish to modify the Promissory Note in accordance with the
terms and conditions
contained herein.
NOW,
THEREFORE, in consideration of the foregoing premises and the terms and
conditions, provisions and
covenants contained herein, Investor and Holder do hereby agree as
follows:
1. The
Promissory Note shall be modified and extended as specified herein
below.
2. The
Promissory Note is hereby amended, modified and extended related to the payment
of indebtedness evidenced thereby so that the total outstanding balance still
due and owing to Holder under the Promissory Note shall be due on the 31st day
of January, 2010, which is the modified and extended maturity date for the
Promissory Note.
3.
Investor agrees to make the payment specified in Section 2 hereinabove, and
understands and agrees that:
a.
Investor does not have any defenses, set-offs or counterclaims to the amount due
and owing to Holder under the Promissory Note as modified herein;
b. All
the rights, remedies, stipulations and conditions contained in the Promissory
Note, shall also apply to any default in or failure to pay the modified payments
required hereunder;
4. Save
and except for the modifications contained herein, the terms, conditions and
provisions of the Promissory Note, shall continue in full force and
effect.
IN
WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and
date set forth opposite their signatures show below.
|
INVESTOR
|
HOLDER
|
|
Newport
Capital Management, LLC
|
|
|
By:
/s/ Xxxx X.
Xxxxxxx
|
By:
/s/Xxxx
Xxxxxxx
|
|
Title:
Managing
Member
|
Title:
Executive
Chairman
|
