AMENDMENT NO. 1 TO STOCK OPTION AGREEMENT
EXHIBIT
4.15
AMENDMENT
NO. 1 TO STOCK OPTION AGREEMENT
This
Amendment
No. 1
made as
of July 9, 2008 relates to the Stock
Option Agreement
entered
into as of February 12, 2008, by and among Iroquois Master Fund Ltd. and Xxxxx
Capital LP as Optionees
and
Xxxxxx and Xxxxx Xxxxxxxxx as Stockholders.
For
mutual good and valuable consideration and the mutual covenants, conditions
and
agreements herein contained, and other good and valuable consideration and
intending to be legally bound, the parties hereto hereby agree as
follows:
1. The
right
to exercise the Option
is
extended until (i) July 11, 2009, or (ii) such later date pursuant to Section
2
of the Stock Option Agreement.
2. The
Purchase
Price
is
reduced to $1.50 for each Option Share, subject to further adjustment as
described in the Stock Option Agreement.
3. Capitalized
terms employed herein shall have the meanings given to them in the Stock Option
Agreement.
4. Except
as
modified herein, all of the terms of the Stock Option Agreement remain in full
force and effect.
5. All
of
the venue, jurisdiction, notice and miscellaneous provisions of the Stock Option
Agreement apply to this Amendment No. 1.
6. This
Amendment No. 1 shall be effective immediately.
IN
WITNESS WHEREOF, the undersigned have executed this Amendment No. 1 as of the
first date above written.
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XXXXXX
XXXXXXXXX
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XXXXX
XXXXXXXXX
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OPTIONEES
IROQUOIS
MASTER FUND LTD.
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XXXXX
CAPITAL LP
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By:
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By:
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Its:
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Its
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ACKNOWLEDGED: