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EXHIBIT 99.4
DEBT CONVERSION TO COMMON STOCK AGREEMENT BETWEEN
PLAYNET TECHNOLOGIES, INC.
AND
PALEX METALS, INC.
THIS DEBT CONVERSION AGREEMENT (hereinafter referred to as the "Agreement")
effective as of the 24th day of July, 1997 by and between PlayNet Technologies,
Inc. a corporation organized under the laws of the state of Delaware with a
place of business at Xxx Xxxxxxxx Xxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx 00000
(hereinafter referred to as "PlayNet"), and Palex Metals, Inc., a corporation
organized and existing under the laws of the state of California, with a place
of business at 0000 Xxxxxxxx Xxxxxx, Xxxxx Xxxxx, Xxxxxxxxxx 00000 (hereinafter
referred to as "Palex").
In consideration of services already provided by Palex for PlayNet, specifically
identified by Palex invoice number 20917 for $30,000 dated June 30, 1997,
PlayNet and Palex agree to the following:
1. Convert Palex invoice number 20917 into the equivalent value of Common Stock
of PlayNet in lieu of a cash payment. PlayNet agrees to issue 30,000 (Thirty
Thousand) shares of PlayNet Common Stock par value $.001, for purposes of this
agreement valued at $1.00 per share. The Shares shall be free and clear of all
liens and shall be registered by PlayNet, at its expense, with the Securities
and Exchange Commission on Form S-8 as soon as practicable after the date
hereof.
2. PlayNet also agrees to reimburse in cash any shortfall in the value of the
Common Stock in the event that the closing bid price of the stock does not meet
or exceed $1.00 per share on the close of the 10th business day after the
execution of this agreement.
3. This agreement shall be governed by, and construed in accordance with, the
law of the State of Delaware.
4. In the event of any litigation between the parties to declare or enforce any
provision of this Agreement, the prevailing party shall be entitled to recover
from the losing party, in addition to any other recovery and costs, reasonable
attorney's fees and costs incurred in such litigation, in both the trial and in
the appellate courts.
IN WITNESS WHEREOF, the parties hereto, by their duly authorized
representatives, have signed this Agreement as of the date first above written.
PALEX METALS, INC PLAYNET TECHNOLOGIES, INC.
By: /s/ Xxxx Xxxxx Lane By: /s/ Xxxxxx Xxxxx
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Xxxx Xxxxx Lane Xxxxxx Xxxxx
Chief Financial Officer President and Chief Executive Officer
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