EXHIBIT 10.16
SECOND AMENDMENT TO
PROMISSORY NOTE
THIS SECOND AMENDMENT TO PROMISSORY NOTE (this "Amendment") is made and
entered into as of the 22nd day of October, 2001 by and among Vital Living
Products, Inc., a Delaware corporation (the "Borrower"), and C. Xxxxxx Xxxxxx,
(the "Lender").
STATEMENT OF PURPOSE
Borrower is indebted to Lender pursuant to that certain Promissory Note
dated July 1, 1999, in the original principal amount of $750,000.00 (the
"Note"). Pursuant to the First Amendment to this Note dated February 21, 2001,
the final full payment date of the outstanding principal and interest due under
this Note was extended to February 23, 2003. This Note also allowed for the
prepayment of any principal due under this Note without penalty.
WHEREAS the Borrower may from time to time have funds in its possession
which are not required for immediate disbursement; and,
WHEREAS the Borrower has determined that the amount of interest income
it could derive from the short-term investment of these funds is less than the
amount of interest expense it could avert if its outstanding borrowings were
reduced in the short-term, and deems it in its best interest to deposit these
funds in such a mannner as to reduce its interest expense while still retaining
access to these funds on an immediate basis; and,
WHEREAS the Lender is willing to accept a prepayment from the Borrower
of a portion of the principal balance outstanding under this Note, while
guaranteeing the prompt re-lending of these same prepayment funds back to the
Borrower on demand as they are needed;
NOW, THEREFORE, in consideration of the mutual covenants contained
herein and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto hereby agree as follows:
1. The Lender hereby agrees to accept short-term prepayments from the
Borrower on the Borrower's principal balance outstanding under this Note, and to
correspondingly reduce the interest charges due under this Note based upon the
reduced principal balance.
2. The Lender hereby agrees and guarantees to re-lend to the Borrower
on demand any portion of these short-term principal prepayments as they are
requested by the Borrower, affirming that the final full repayment of interest
and principal outstanding under this Note is not due until February 23, 2003.
3. Except as expressly provided herein, this Amendment shall not amend
or modify the terms and conditions of the Note and First Amendment, which terms
and conditions shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the date first above written.
VITAL LIVING PRODUCTS, INC.
By: /s/ Xxxxxx Xxxxxxxxxx By: /s/ C. Xxxxxx Xxxxxx
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Xxxxxx Xxxxxxxxxx C. Xxxxxx Xxxxxx
President
