AMENDMENT NO. 1 TO INVESTMENT AGREEMENT
Reference is made to that certain Investment Agreement (the Investment
Agreement") dated as of March 20, 2001 by and between Gold & Xxxxx Transfer,
S.A. ("G&A"), located at Xxxx Xxxxx Building, Wickhams Cay, Road Town,
Tortula, British Virgin Islands, and Capsule Communications, Inc. ("Capsule"),
located at Xxx. 000, 0 Xxxxxxxxx Xxxxxx, 0000 Xxxxxx Xxxx, Xxxxxxxx, XX 00000.
This Amendment No. 1 to Investment Agreement (the "Amendment") is made as of
July 17, 2001 by and between G&A and Capsule.
Capsule seeks to enter into a merger agreement with Covista
Communications, Inc., a New Jersey corporation. In connection with such
proposed merger agreement, and as a precaution in order to avoid the
applicability of the New Jersey Shareholders Protection Act, the undersigned
hereby agree as follows:
In consideration of the mutual agreement set forth herein, the receipt
and sufficiency of which are hereby acknowledged, and intending to be legally
bound, and in order to assist Capsule to induce Covista Communications, Inc.
to enter into the proposed merger agreement, the parties hereby agree as
follows:
1. Section 2 of the Investment Agreement is hereby amended to read as
follows:
"This loan shall be due and payable on or before August 17, 2001."
2. Section 3 of the Investment Agreement is hereby deleted in its
entirety.
3. This Amendment may be executed by facsimile and in more than one
counterpart, each one of which shall be deemed an original, and both of
which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the date first set forth above.
Capsule Communications, Inc. Gold & Xxxxx Transfer, S.A.
By: /s/ Xxxxx Xxxxxxx By: /s/ Xxxx Xxxxxxxx
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Xxxxx Xxxxxxx, President and CEO Xxxx Xxxxxxxx
