WARRANT AMENDMENT
WARRANT
AMENDMENT
REFERENCE
is hereby made to the Warrants referred to in Schedule A hereto to purchase
an
aggregate of 125,000 shares of the Common Stock of bioMETRX, Inc., a Delaware
corporation (the “Company”) in the names set forth on such Schedule A (the
“Holder”) originally issued on or about December 28, 2006.
WHEREAS,
the Company has determined that it is in its best interest to modify the
Original Warrants to extend the exercise period set forth and extend the
exercise date in the Original Warrants.
NOW
THEREFORE, in consideration of the agreements set forth in this agreement
and
those related to the original issuance of the Original Warrants.
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1.
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CERTAIN
DEFINITIONS.
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(a)
Except as otherwise provided in this agreement, all words and terms defined
in
the Original Warrants, have the same meanings in this agreement as such defined
words and terms are given in the Original Warrants.
(b)
“Warrant” means the Original Warrants, as supplemented and amended this
agreement and as from time to time further supplemented and
amended.
(c)
“Amendment” means this agreement dated August 24, 2007.
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2.
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REDUCTION
OF EXPIRATION PRICE
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The
Original Warrants are amended to read as follows:
“Exercise
Price.
The
exercise price per share of the Common Stock under this Warrant shall
be
$1.00,
subject to adjustment hereunder (the “Exercise
Price”).”
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3.
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EXTENSION
OF EXPIRATION DATE
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The
Original Warrants are amended to read as follows:
“The
Warrants may be exercised at any time at the option of the Holder until August
24,
2011
at
an exercise price of $1.00 per share of common stock”.
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4.
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EFFECT
OF ORIGINAL WARRANT
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Except
as
supplemented and amended by this Amendment and such conforming changes as
necessary to reflect the modification herein, all of the provisions of the
Warrant shall remain in full force and effect from and after the effective
date
of this Agreement.
This
Amendment has been duly authorized and approved by all required corporate
action
by the Company and does not violate the certificate of incorporation or by-laws
of the Company.
| bioMETRX, Inc. | ||
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| By: | ||
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Xxxx Xxxxxx |
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| Chief Executive Officer | ||
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Dated: August 24, 2007
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J. Xxxxxxx Xxxx |
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| Secretary | ||
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SCHEDULE
A
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NAME
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WARRANTS
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Xxxx
Xxxxx
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62,500
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Xxxxxx
Xxxxxx
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62,500
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