PROMISSORY NOTE MODIFICATION AGREEMENT
FOR EXTENSION
THIS INSTRUMENT is entered as of the ___ day of __________, 2005, by and
between XRG, Inc., a Delaware corporation ("Borrower") and XXXXXXX X.XXXXXX, XX.
or registered assigns ("Lender").
WITNESSETH:
WHEREAS, the Lender is the holder of a certain 18% Note on Borrower,
originally dated January 5, 2005 in the face amount of $500,000.00 ("Note"); and
WHEREAS, said Note provides that the entire outstanding principal
balance of the indebtedness evidenced thereby shall be due and payable on or
before February 5, 2005; and
WHEREAS, Borrower has requested that the time of payment for the
principal indebtedness and unpaid accrued interest be extended until March 31,
2005; and
WHEREAS, Lender has agreed to extend the time of payment of the
principal indebtedness upon the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of ten dollars ($10.00) paid by
Borrower and other good and valuable consideration, receipt of which is
acknowledged by Lender, the parties agree as follows:
1. Recitals. The above recitals are true and correct and are
incorporated herein by reference.
2. Extension of Time of Payment. The time of payment of the principal
indebtedness evidenced by the Note, together with any unpaid accrued interest is
hereby extended until March 31, 2005, at which time all unpaid principal,
together with any unpaid interest accrued thereon, if any, shall be due and
payable in full. The parties acknowledge that the current outstanding principal
balance of the Note is $500,000.
3. Interest. Interest on the original Note shall be paid at the rate of
eighteen percent (18%) per annum, subject to the default rate interest provision
as set forth in the Note, which remains in full force and effect.
4. Miscellaneous.
(a) Except as specifically modified hereby, all terms of the
Note, as modified, are ratified and confirmed.
(b) Borrower acknowledges that said Note, as modified, is in
full force and effect and is binding upon Borrower, its successors and assigns
without any right or claim of offset or other sum due. Lender expressly reserves
all rights against Borrower.
IN WITNESS WHEREOF, the undersigned have signed this Agreement as of
the date and year first written above.
XRG, INC.
By:
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Print Name:
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Title:
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XXXXXXX X. XXXXXX, XX.
By:
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Print Name:
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Title:
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MTC/cam/339337v1
2/23/2005 9:51 AM
