Exhibit 10.1C
Xx. Xxxxxx X. Xxxxxx, President
Converted Organics, Inc.
0X Xxxxxxxxxx Xxxxx Xxxx
Xxxxxx, XX 00000
January 12, 2007
Re: April 11, 2006 FINANCING TERMS AGREEMENT
Dear Xx. Xxxxxx:
This letter confirms that the COMPANY and the undersigned PURCHASER of
UNITS pursuant to the above-referenced FINANCING TERMS AGREEMENT AND PURSUANT TO
THE EXTENSION LETTER DATED OCTOBER 16, 2006 (attached hereto as Exhibit A) agree
as follows (CAPITALIZED/ITALIC terms shall have the same meaning ascribed to
them in the FINANCING TERMS AGREEMENT):
1. The MATURITY DATE is hereby extended to the earlier of February 19,
2007 or the closing of a PUBLIC OFFERING.
2. The COMPANY'S obligation to deliver ALTERNATE BRIDGE EQUITY UNITS in
the absence of a PUBLIC OFFERING is postponed to February 19, 2007.
3. Up through February 19, 2007 the COMPANY at its option shall have the
right, but not the obligation, to pay the Bridge NOTES interest in PRIMARY
BRIDGE EQUITY UNITS (or ALTERNATE BRIDGE EQUITY UNITS, as the case may be). Any
PRIMARY BRIDGE EQUITY UNITS so issued shall be entitled to the same registration
rights set forth in the FINANCING TERMS AGREEMENT for all other PRIMARY BRIDGE
EQUITY UNITS.
4. The undersigned hereby appoints Xxxxx X. Xxxxxxxx, Esq. (Executive Vice
President and General Counsel of High Capital Finding, LLC) as his/her/its Agent
to permit up to two (2) 30-day Maturity Date extensions.
Notwithstanding the MATURITY DATE extension, and the FINANCING TERMS
AGREEMENT AND THE EXTENSION LETTER DATED OCTOBER 16, 2006, the COMPANY agrees
that the interest rate on the BRIDGE NOTES shall be computed at the rate of 18%
per annum from October 16, 2006 to the date of payment in full of all interest
and principal on the BRIDGE NOTES.
Very truly yours,
----------------------------------
Accepted and agreed:
Converted Organics, Inc.
By: Date:
----------------------------------- -----------------------------
Xxxxxx X. Xxxxxx, President
