EXHIBIT 4.47
AMENDMENT TO CONVERTIBLE PROMISSORY NOTE
This Amendment to Convertible Promissory Note (the "Amendment"), dated as
of May 31, 2001, is between Appiant Technologies, Inc., a Delaware corporation
(the "Company"), and L. Xxxxxx Xxxxxxx III, or his assigns (the "Holder").
BACKGROUND
A. The Company and the Holder have entered into a Convertible
Promissory Note, dated as of March 21, 2001 (the "Note"), whereby the Company
promises to pay the Holder the principal sum of Two Million Five Hundred
Thousand Dollars ($2,500,000) with interest on the outstanding principal amount
at the simple rate of 10% per annum.
B. The entire unpaid balance of principal and all unpaid accrued
interest under the Note was to become fully due and payable on May 31, 2001 (the
"Maturity Date").
C. The Note is to be extended until May 31, 2002, in accordance with
the terms and conditions of this Amendment.
NOW, THEREFORE, in consideration of the foregoing and the mutual promises and
covenants hereinafter set forth, and other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties agree as
follows:
AMENDMENT
1. Paragraph 1. (Payment of Principal and Interest) is hereby modified by
defining the Maturity date as May 31, 2002. In addition, the last
sentence shall read as follows: "If the Company shareholders do not
approve the issuance of equity to Holder by May 31, 2002, the Holder
will wait for such approval, which the Company must reasonably pursue,
and if the shareholders fail to approve the issuance of equity, then
Holder may receive cash in the amount of $250,000.00 in addition to
the repayment of the principal and unpaid accrued interest at 25% per
annum, or the greatest amount permitted by law."
2. Paragraph 2 (a) (Right to Convert) is hereby modified to provide that
the Conversion Price is equal to $1.00.
3. Paragraph 3 (New Warrants) is hereby modified by striking the sentence
that begins "In addition, if the Company has not completed " and ends
with "and the date that the Financing is completed." This sentence is
replaced with: "In addition, Holder will receive the following
additional warrants (the "Additional Warrants") for the reasons
stated: (i) because the Company did not obtain the anticipated equity
investment of at least Six Million Dollars ($6,000,000)(the
"Financing"), Holder will receive as of the date hereof another
462,963 warrants; and (ii) because Holder extended the original Note
for a full year (the "Note Extension"), Holder will receive as of the
date hereof 555,555 warrants.
4. A new paragraph 3 is inserted, entitled "Security". This paragraph
reads as follows: "As security for the Note, the Company grants to
Holder the right to require that assets of the Company's Infotel
(Singapore) be sold, with Holder joining investors under the June 8,
2001 financing, in receiving priority in the disbursement of the
funds."
5. All capitalized terms not defined herein shall have the meanings given
them in the Note. This Amendment is deemed to be incorporated into the
Note and made a part thereof. All references to the Note in any other
document shall be deemed to refer to the Note as modified by this
Amendment. Except as modified by this Amendment, this Note shall
remain in full force and effect and shall be enforceable in accordance
with its terms. To the extent there is any conflict or ambiguity
between this Amendment and the Note, this Amendment shall be deemed to
govern.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly
executed as of the Amendment Effective Date.
APPIANT TECHNOLOGIES, INC.
BY: ______________________________________
Xxxx Xxxx, CEO and President
BY: ______________________________________
L. Xxxxxx Xxxxxxx III
