Amendment No. 1 to Promissory Note
Amendment
No. 1 to Promissory Note
THIS AMENDMENT is made this 22
day of March, 2010, by and between Xxxxxx Capital Master Fund, Ltd. ("Xxxxxx")
and Lateral Media, Inc. (the "Company").
WHEREAS, the Company entered into that certain
letter agreement with Xxxxxx dated December 29, 2009 (the "Promissory Note"), in
connection with a note from Xxxxxx to the Company of up to a principal amount of
$500,000 (the "Loan"); and
WHEREAS, the Company has requested that Xxxxxx
increase the principal amount of the Loan, and Xxxxxx has agreed to do so, and
the parties agree to enter into this amendment.
NOW THEREFORE, for good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereby amend the Loan Agreement as
follows:
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1.
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Increase in Principal
Amount of the Loan. The Loan Agreement is hereby amended to (i)
increase the principal amount of the Loan to up to $500,000 and (ii) the
entire outstanding principal amount of the Loan and any accrued interest
thereon shall be due and payable by December 31,
2010.
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2.
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Ratification.
Except as herein amended, all of the terms and conditions of the Loan
Agreement are hereby ratified and confirmed, and shall remain in full
force and effect.
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Acknowledged
and agreed to:
| Lateral Media, Inc. | ||
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By:
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/s/ Xxxxxxx Xxxxx | |
| Name: Xxxxxxx Xxxxx | ||
| Title: Chief Financial Officer | ||
| Xxxxxx Capital Master Fund, Ltd. | ||
|
By:
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/s/ Xxxxxx Xxxxx | |
| Name: Xxxxxx Xxxxx | ||
| Title: Director | ||
