Generex Biotechnology Corporation
Exhibit
4.27.1
Generex
Biotechnology Corporation
00
Xxxxxxx Xxxxxx, Xxxxx 000
Xxxxxxx,
Xxxxxxx
Xxxxxx
X0X 0X0
July
22,
2005
Cranshire
Capital, L.P.
000
Xxxxxx Xxxx, Xxxxx 0000
Xxxxxxxxxx,
Xxxxxxxx
XXX
00000
Dear
Sirs:
Re: Generex
Biotechnology Corporation
-
Promissory Note & Agreement dated March 28, 2005
We
make
reference to the Promissory Note & Agreement (the “Note”)
dated
March 28, 2005 in the principal amount of Five Hundred Thousand Dollars
($500,000) executed and delivered by Generex Biotechnology Corporation (the
“Borrower”)
in
favour of Cranshire Capital, L.P. (the “Holder”),
as
the same was amended by letter agreement dated June 7, 2005.
We
hereby
confirm the mutual agreement of the Borrower and the Holder to further amend
the
terms of the Note by extending the interest payment date and the maturity
date
thereof from July 22, 2005 to September
20, 2005.
We
hereby
further confirm that, in consideration for the Holder’s agreement to the
foregoing amendment of the Note, the Borrower will forthwith issue to the
Holder
a warrant (the “Amendment
Warrant”)
to
purchase an aggregate of 1, 219,512 shares of the Borrower’s common stock (the
“Amendment
Warrant Shares”)
at a
per-share price of Eighty Two Cents ($0.82), such warrant to expire on July
22,
2010.
From
and
after the date hereof, the term “Warrant”
in the
Note will be deemed to include the Amendment Warrant, and the term “Warrant
Shares”
in the
Note will be deemed to include the Amendment Warrant Shares.
continued…………………………………………………………………………………………......
In
all
other respects, the Note will remain in full force and effect and
unamended.
Yours
truly,
Generex
Biotechnology Corporation
/s/
Xxxx
X. Xxxxx
____________________________________
Xxxx
X.
Xxxxx
Chief
Financial Officer
AGREED.
Cranshire
Capital, L.P.
/s/
Xxxxxxxx X. Xxxxxxx
____________________________________
Xxxxxxxx
X. Xxxxxxx
Chief
Financial Officer - Downsview Capital, Inc.
The
General Partner
2
