EXHIBIT 4.32
AGREEMENT
This Agreement, made as of April 2, 2003, by and between EP
MedSystems, Inc. (the "Company"), a New Jersey corporation, and
Xxxxxxx Xxxxxxxxx, ("Xxxxxxxxx"), a Texas resident.
Whereas, the Company executed a Mortgage Note in favor of
Xxxxxxxxx as holder of said note, dated November 21, 2002 (the
"Mortgage Note"),
Whereas, the parties hereto desire to convert a portion of the
Mortgage Note indebtedness into common stock of the Company,
Now, therefore, the Company and Xxxxxxxxx hereby agree as
follows: Xxxxxxxxx hereby converts $187,500 of the principal amount
due him under the Mortgage Note into 150,000 shares of the common stock
of the Company.
2. The Conversion Date is April 2, 2003.
3. As soon as practicable, the Company shall deliver to
Xxxxxxxxx a certificate representing the 150,000 shares of the
Company's common stock.
4. The principal amount of the Mortgage Note shall be reduced by
$187,500 upon issuance of the shares.
5. All provisions of the Mortgage Note shall remain intact.
6. The Company represents that it has full corporate
authority to enter into this agreement and issue the shares of the
Company's common stock referred to above.
In Witness Whereof, the parties have executed this agreement as of the date
first above written.
By: EP MEDSYSTEMS, INC.
/s/ XXXXXXX XXXXXXXXX /s/ XXXXXXX XXXX
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XXXXXXX XXXXXXXXX Name: Xxxxxxx Xxxx
Title: Chief Executive Officer
and President