TERM SHEET
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EXHIBIT 10.21
TERM SHEET
This Term Sheet is entered into by and between NatureWell, Incorporated (the "Company") and Xxxxxxx X. Xxxxx ("Xxxxx") and is made effective as of November 15, 2003. The Company and Xxxxx agree as follows:
- The Company shall issue to Xxxxx a Senior Secured Convertible Note, face value $7,500, convertible into 750,000 shares of common stock @$.01 per share as payment of fully earned director's fees in the amount of $7,500.
- The Company shall grant to Xxxxx the right to rescind, together but not separately, the Stock Issuance Agreement, the Secured Promissory Note and the Security Agreement, all of which are dated July 18, 2002. Such right of rescission is exercisable at any time and shall expire on April 10, 2005. In the event that Xxxxx exercises his right of rescission, and as a condition thereof, he shall be required to return to the Company 750,000 shares of its common stock (adjusted for splits) and waive/forgive any monies owed to him by the Company in an amount equal to the face value of the Promissory Note plus accrued interest thereon as of the date of rescission.
- Xxxxx agrees to waive/forgive all monies or other forms of consideration owed to him by the Company as of the Effective Date in excess of $15,916.14. Such remaining amount payable shall accrue interest at the rate of 4.60% and is due in full on April 10, 2005.
- The Parties shall execute all documentation needed to effectuate this Term Sheet.
AGREED TO AND ACCEPTED BY:
NatureWell, Incorporated
By: _______________________________________
Xxxxx X. Xxxxxx, CEO
Xxxxxxx X. Xxxxx
By: _______________________________________
Xxxxxxx X. Xxxxx
