Exhibit 4.18
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FIRST AMENDMENT TO COMMON STOCK PURCHASE WARRANT
This First Amendment (this "First Amendment") to the Common Stock
Purchase Warrant (the "Warrant"), dated January 19, 2006, between Synova
Healthcare Group, Inc., a Nevada corporation (the "Company"), and the holder of
the Warrant identified on the signature pages hereto (the "Holder"), is dated
and effective as of March 16, 2006. All capitalized terms not otherwise defined
herein shall have the definitions ascribed to them in the Warrant.
WHEREAS, in accordance with Section 16(h) of the Warrant, the Company
and the Holder desire to amend the Warrant as set forth herein.
NOW, THEREFORE, in consideration of the mutual promises of the parties
hereto and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, and intending to be legally bound
hereby, the parties agree as follows:
1. Exercise Price. The Warrant shall be amended to reduce the exercise
price for a share of Common Stock under the Warrant from $3.00 to $2.50 per
share.
2. Call Rights. Section 3(e) of the Warrant shall be amended so that
the phrase "exceeds $5.00 per share" in the first sentence thereof shall be
deleted and replaced with "exceeds $4.00 per share."
3. Number of Shares Subject to Warrant. The Warrant shall be amended to
increase the maximum number of shares that may be subscribed for and purchased
under the Warrant from 62,500 to 83,333.
4. No Other Provisions Affected. Except as set forth above, the
remaining provisions of the Warrant shall remain in full force and effect.
[Signatures appear on following page]
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment
to be duly executed by their respective authorized signatories as of the date
first indicated above.
Address for Notice:
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SYNOVA HEALTHCARE GROUP, INC. SYNOVA HEALTHCARE GROUP, INC.
Rose Tree Corporate Center
0000 X. Xxxxxxxxxx Xxxx
By: ___________________________________ Suite 6010, Building II
Name: Xxxxxxx X. Xxxx Media, PA 19063
Title: Chief Executive Officer
With a copy to (which shall not constitute notice)
BLANK ROME LLP
Xxx Xxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000
Attention: Xxxx X. Xxxxxx, Esquire
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
SIGNATURE PAGE FOR HOLDER FOLLOWS]
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IN WITNESS WHEREOF, the undersigned has caused this First Amendment to
the Common Stock Purchase Warrant to be duly executed by its respective
authorized signatory as of the date first indicated above.
Name of Investing Entity:______________________________________________________
Signature of Authorized Signatory of Investing Entity:_________________________
Name of Authorized Signatory:__________________________________________________
Title of Authorized Signatory:_________________________________________________
Email Address of Authorized Entity:____________________________________________
Address for Notice of Investing Entity:
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