WARRANT MODIFICATION AGREEMENT
WHEREAS, Xxxxxxxxxxx.xxx, Inc., a Delaware corporation (successor in
interest by merger to Xxxxxxxxxxx.xxx, Inc., a Florida corporation) (the
"Company"), issued common stock purchase warrants to purchase the Company's
$.001 par value common stock to Libra Finance S.A. the amounts designated on
Schedule A hereto ("Warrants"); and
WHEREAS, the Company has determined that it is in the Company's best
interests to modify the Subscription Agreements, each dated as of July 3, 2000,
between the Company and the Subscribers signatory thereto (the "Subscription
Agreements") and Warrants.
It is now therefore agreed by the Company for good and valuable
consideration, receipt of which is acknowledged, that:
1. The Purchase Price, as defined in the Warrants, is reduced to $.50.
2. All terms employed in this Warrant Modification Agreement, unless
otherwise defined herein, shall have the same meanings attributed to them in the
Subscription Agreements.
3. Except as modified herein, the Subscription Agreement, Warrants and
documents delivered in connection therewith remain in full force and affect.
4. This Warrant Modification Agreement constitutes the binding
obligation of the Company.
5. In lieu of the Company reissuing Warrant certificates reflecting the
reduced Purchase Price, a copy of this Warrant Modification Agreement appended
to the Warrant shall be deemed sufficient to establish the reduction of the
Purchase Price.
Dated: New York, New York
November 2, 2000
XXXXXXXXXXX.XXX, INC.
By: Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxxx
Title: Chief Executive Officer
