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FIRST AMENDMENT TO LETTER AGREEMENT
This First Amendment to the Letter Agreement dated January 14, 1999,
(the "Letter Agreement") by and among Summus, Ltd., a Delaware corporation
("Summus, Ltd."); Summus Technologies, Inc., a Delaware corporation ("Summus
Technologies"); Xxxx Xxxxxxxx; and High Speed Net Solutions, Inc., a Florida
corporation ("High Speed"); is made and entered into as of the 16th day of
August, 1999.
1. The Letter Agreement is hereby amended as follows:
A. The last two sentences of Paragraph 4 are hereby amended to
read in their entirety as follows:
Following the merger, Net Solutions shall have the
right to appoint two designees to serve on a seven
member board. If the Board is increased, Net
Solutions will retain the equivalent of 18% (rounded
up) representation on the Board.
B. Paragraph 5 of the Letter Agreement is hereby amended to read
in its entirety as follows:
Within one year from April 14, 1999, Net Solutions
agrees to deliver a $2.5 Million factorable Purchase
Order that is satisfactory to Summus, Ltd. for
products of Summus, Ltd. the specifications of which
will be mutually agreed upon by you and Summus, Ltd.
Upon your execution of this agreement, you received
148,182 common shares of Summus Technologies, which
equalled 3% of the issued and outstanding common
shares of Summus Technologies at that time. Upon
delivery of the purchase order to Summus Ltd. and its
acceptance, which will not be unreasonably withheld,
by Xxxxx Xxxxxxx, as the President of Summus, Ltd.,
you will receive additional common shares of Summus,
Ltd. up to 60,000 of the issued and outstanding
common shares of Summus, Ltd. as cash is received for
the purchase of products under this Purchase Order at
a rate of 10,000 shares per $416,666.66. (These
60,000 shares are intended to represent 6% of the
issued and outstanding shares of Summus, Ltd.
immediately following the merger of Summus, Ltd. and
Summus Technologies, Inc.) If the above referenced
shares are not issued in accordance with the terms
hereof, then Xxxx Xxxxxxxx (and his designees)
specifically do not waive any
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rights they now may have with respect to their
existing ownership claim thereto.
2. This Amendment shall become effective upon the consummation of the
merger of Summus, Ltd. and Summus Technologies. If the merger is not
consummated, then this Amendment shall be null and void and of no force
or effect.
3. Except as otherwise specifically modified herein the remaining terms of
the Letter Agreement, as amended, shall remain in full force and
effect.
IN WITNESS WHEREOF, the parties have signed this First Amendment to the
Letter Agreement as of the date first above written.
SUMMUS, LTD.
By: /s/ Xxxxx Xxxxxxx
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Its: President
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SUMMUS TECHNOLOGIES, INC.
By: /s/ Xxxxx Xxxxxxx
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Its: President
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HIGH SPEED NET SOLUTIONS, INC.
By:
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Its:
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Xxxx Xxxxxxxx
