TENTH AMENDMENT TO CONVERTIBLE PROMISSORY NOTE
THIS TENTH AMENDMENT is made as of the 22nd day of April, 1998, by and
between ACCESS SOLUTIONS INTERNATIONAL, INC., a Delaware corporation having an
address at 000 Xxx Xxx Xxxx, Xxxxx Xxxxxxxxx, Xxxxx Xxxxxx 00000 (the "Lender")
and PAPERCLIP SOFTWARE, INC., a Delaware corporation having an address at 000
Xxxxx 00, Xxxxxxxxx Xxxxxxx, Xxx Xxxxxx 00000 (the "Borrower").
W I T N E S S E T H T H A T:
WHEREAS, the Borrower executed and delivered to the Lender a certain
Convertible Promissory Note dated January 29, 1997, as amended on January 8,
1998, February 20, 1998, February 27, 1998, March 3, 1998, March 4, 1998, March
6, 1998, March 10, 1998, March 12, 1998, and March 24, 1998 in the principal
amount of $300,000, which Note is hereby incorporated by reference herein and
made a part hereof (as amended, the "Note"); and
WHEREAS, the parties desire to further extend the maturity date of the
Note; and
WHEREAS, the parties hereto desire to amend the Note in the manner
hereinafter set forth.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
1. The "Maturity Date" (as defined in Section 4 of the Note) is hereby
extended from April 22, 1998 to the earlier of: (a) May 15, 1998, or (b)
consummation of the financing contemplated by the Term Sheet dated as of April
14, 1998 between the Company and Xxxxxxx X. Xxxxx.
2. The parties further agree that, effective upon Lender's receipt of
$750,000 from the Financing, the "Maturity Date" is hereby further extended to
"August 24, 1998."
3. Security for the Note is evidenced by, among other things, a Security
Agreement dated as of January 29, 1997, and UCC financing statements filed with
the New Jersey Secretary of State ("Security Instruments"). All references to
the Note in the Security Instruments shall be deemed to include this amendment
to the Note and any other amendments which may be executed.
4. Except as modified and amended hereby, the Note shall remain in full
force and effect and is in all other respects ratified and confirmed.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the day and year indicated above.
LENDER: BORROWER:
ACCESS SOLUTIONS INTERNATIONAL, PAPERCLIP SOFTWARE, INC.
INC.
By: /s/ Xxxxxx X. Xxxxx By: /s/ Xxxxxxx Xxxxx
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Title: President and CEO Title: CEO