1
EXHIBIT 2.2
[ZixIt Letterhead]
April 27, 2000
X. Xxxxx Xxxxxxxx
c/x Xxxxxxxx Holdings, Inc.
000 Xxxx Xxx Xxxx Xxxxxxxxx
Xxxxx 0000
Xx. Lauderdale, FL 33140
Dear Xxxxx:
This letter will confirm our agreement relating to the Common Stock and
Warrant Purchase Agreement (the "Purchase Agreement") dated as of April 11, 2000
between ZixIt Corporation, a Texas corporation (the "Corporation"), and X. Xxxxx
Xxxxxxxx ("HWH"), his affiliates and assigns identified on Schedule 1 thereto
(collectively, the "Purchasers" and each, a "Purchaser"). You and we have agreed
that: (i) the Notes contemplated to be delivered by the Purchasers pursuant to
Section 2.2 of the Purchase Agreement will be unsecured; (ii) the Common Stock
and Warrants will be delivered to the Purchasers immediately following the
Closing of the Purchase Agreement on May 1, 2000; and (iii) the parties shall
not execute and deliver a Stock Pledge and Security Agreement at Closing.
Except as specifically provided in this letter, the Purchase Agreement will
remain in full force and effect in accordance with its terms. Please indicate
your acceptance and agreement to the foregoing by signing below.
Very truly yours,
/s/ Xxxxx X. Xxxx
Xxxxx X. Xxxx
ACKNOWLEDGED AND AGREED:
/s/ X. Xxxxx Xxxxxxxx
-------------------------
X. Xxxxx Xxxxxxxx
