Exhibit 10.41
AMENDMENT NO. 1 TO WARRANT
Amendment No. 1 dated April 17, 2000 to the Warrant (the "Warrant") dated
as of the 23rd day of November, 1999 by and between Urban Cool Network, Inc.
(the "Company") and The Elite Funding Group, Inc. (the "Holder").
W I T N E S S E T H
WHEREAS, the parties hereto hereby agree that it would be in their mutual
best interest to amend the Warrant in the manner set forth herein;
NOW, THEREFORE, in consideration of the above premises and the mutual
promises contained herein, and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties hereto
hereby agree that the Warrant is amended as follows:
I. Modifications.
A. Section 3.2(a) of the Warrant is hereby deleted in its
entirety.
B. Section 3.2(b) of the Warrant is hereby deleted in its
entirety and amended to read as follows:
At any time during the five-year period commencing on the
earlier of (i) ten months after the consummation of an initial
public offering of the Company's securities or (ii) the waiver
or the relaxation of the restrictions imposed by The American
Stock Exchange of a lock-up agreement for a period of 12
months, the Holder as represented by Xxxx Xxxxxxxxxx or Xxxxxx
Xxxxxxxxxx shall have the right (which right is in addition to
the registration rights under Section 3.3 hereof), to have the
Company prepare and file with the Securities and Exchange
Commission (the "Commission"), on one occasion at the
Company's expense, a registration statement and such other
documents, including a prospectus, as may be necessary in the
opinion of counsel for the Company, and counsel for the
Holder, if any, and the Holder, in order to comply with the
provisions of the Securities Act, so as to permit a public
offering and sale of the Holder's Shares for nine (9)
consecutive months. Upon notice from the Holder, the Company
will use its best efforts to file a registration statement at
the earliest possible time which shall, in any event, not be
later than 30 days from the demand therefor.
II. Confirmation. Except as expressly specified herein, all other
terms, conditions and provisions of the Warrant are hereby confirmed and shall
remain in full force and effect without modification.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the day and year first above written.
URBAN COOL NETWORK, INC.
By:
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Name:
Title:
THE ELITE FUNDING GROUP, INC.
By:
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Name:
Title:
