EXTENSION AGREEMENT
Agreement dated this 18th day of February, 1997 between Infosafe Systems,
Inc., a Delaware corporation (the "Company") and X. X. Xxxxx Investment Banking
Corp. ("Xxxxx").
WHEREAS, the Company and Xxxxx are parties to an agreement dated January
25, 1995 regarding mergers, acquisitions and similar transactions (the "M/A
Agreement"); and
WHEREAS, on the date hereof, the Company has completed a closing of a
private placement (the "Offering") through Xxxxx, as placement agent, pursuant
to a Confidential Term Sheet dated February 10, 1997 (the "Term Sheet"); and
WHEREAS, in connection with, and as a condition to, the Offering, the
Company has agreed to extend the M/A Agreement.
NOW, THEREFORE, the parties hereto, for good and valuable consideration,
hereby agree that the M/A Agreement shall expire on the fifth anniversary of the
Final Closing of the Offering, as defined in the Term Sheet, subject to the
provisions M/A Agreement. Except as set forth herein, the M/A Agreement shall
continue in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first above written.
INFOSAFE SYSTEMS, INC. X. X. XXXXX INVESTMENT
BANKING CORP.
By: /s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxx
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Authorized Officer Xxxxxx X. Xxxx, Vice Chairman and
General Counsel
