AMENDMENT
EXHIBIT 10.1
AMENDMENT
AMENDMENT,
made this 26th day of December 2019, to that certain Debt
Restructuring Agreement dated March 26, 2019, by and among
Friendable, Inc., (the “Company”), Fan Pass, Inc.
(“Fan Pass”),
Xxxxxx X. Xxxxxxxx Xx. (“Xxxxxx Xxxxxxxx”), Xxxx Xxxxxxxx
(“Xxxx
Xxxxxxxx”), Xxxxx Xxxxxx (“Xxxxxx”), Checkmate Mobile, Inc.
(“Checkmate”),
Xxxxx International LP (“Xxxxx”), Coventry Enterprises, LLC
(“Coventry”),
Palladium Capital Advisors, LLC (“Palladium”), EMA Financial, LLC
(“EMA”), Xxxxxxx
Xxxxxxxxxxx (“Xxxxxxxxxxx”), and Xxxxxxx X.
Xxxxxxx (“Xxxxxxx”). Xxxxxx Xxxxxxxx, Xxxx
Xxxxxxxx, Xxxxxx and Checkmate, collectively, (the
“Company
Principals”). Xxxxx, Coventry, Palladium, EMA,
Xxxxxxxxxxx, and Xxxxxxx are each a “Holder” and collectively, the
“Holders.”
A.
Company Principals
and Holders entered into that certain Debt Restructuring Agreement
dated March 26, 2019 (“Agreement”).
B.
The Agreement
required the Company Principals to complete certain conditions of
closing as set forth in the Agreement.
C.
Company Principals
have given Holders notice that it has satisfied all conditions of
closing.
NOW,
THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as
follows:
1. Recitals.
Each of the parties hereto acknowledges and agrees that the
recitals set forth above in this Amendment are true and accurate
and are hereby incorporated into and made a part of this
Amendment.
2. Closing
Date. The Agreement is considered Closed as of November 5,
2019 and any conditions of closing not satisfied are
waived.
3. Reset
Dates. The “Reset Dates” as set forth in Section
1(h) of the Agreement shall be as follows: March 4, 2020 and July
2, 2020.
3. Certain
Acknowledgments. Each of the parties acknowledges and agrees
that no property or cash consideration of any kind whatsoever has
been or shall be given by Company Principals to Holders in
connection with any amendment to the Agreement granted
herein.
4. Other
Terms Unchanged. The Agreement, as amended by this
Amendment, remains and continues in full force and effect,
constitutes legal, valid, and binding obligations of each of the
parties, and is in all respects agreed to, ratified, and confirmed.
Any reference to the Agreement after the date of this Amendment is
deemed to be a reference to the Agreement as amended by this
Amendment. If there is a conflict between the terms of this
Amendment and the Agreement, the terms of this Amendment shall
control.
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5. Counterparts.
This Amendment may be executed in any number of counterparts, each
of which shall be deemed an original, but all of which together
shall constitute one instrument. The parties hereto confirm that
any electronic copy of another party’s executed counterpart
of this Amendment (or such party’s signature page thereof)
will be deemed to be an executed original thereof.
[SIGNATURE
PAGE FOLLOWS]
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IN
WITNESS WHEREOF, the undersigned have executed this Amendment to be
effective as December 26, 2019.
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FRIENDABLE
INC.
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EMA
FINANCIAL, LLC
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By:
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/s/Xxxxxx Xxxxxxxx
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By:
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/s/ Xxxxxxx
Xxxxxxx
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Name:
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Xxxxxx Xxxxxxxx
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Name:
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Xxxxxxx Xxxxxxx
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Title:
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CEO
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Title:
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FAN
PASS INC.
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XXXXXXX
XXXXXXXXXXX
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By:
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/s/Xxxxxx Xxxxxxxx
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/s/ Xxxxxxx
Xxxxxxxxxxx
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Name:
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Xxxxxx Xxxxxxxx
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Xxxxxxx
Xxxxxxxxxxx
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Title:
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CEO
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XXXXX
INTERNATIONAL LP
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XXXXXXX
XXXXXXX
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By:
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/s/ Xxxxxx
Xxxxx
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/s/ Xxxxxxx
Xxxxxxx
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Name:
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Xxxxxx Xxxxx
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Xxxxxxx
Xxxxxxx
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Title:
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COVENTRY
ENTERPRISES LLC
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XXXXXX
XXXXXXXX
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By:
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/s/ Xxxx
Xxxxxxxxxx
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/s/Xxxxxx Xxxxxxxx
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Name:
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Xxxx Xxxxxxxxxx
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Xxxxxx
Xxxxxxxx
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Title:
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XXXX
XXXXXXXX
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PALLADIUM
CAPITAL ADVISORS, LLC
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/s/Xxxx Xxxxxxxx
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By:
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/s/ Xxxx
Xxxxxxxx
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Xxxx
Xxxxxxxx
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Name:
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Xxxx Xxxxxxxx
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XXXXX
XXXXXX
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Title:
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/s/Xxxxx Xxxxxx
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Xxxxx
Xxxxxx
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