Addendum to Officer's Loan Agreement Waiver of All Interest Payable for Credit Facility
Addendum
to Officer's Loan Agreement
Waiver
of All Interest Payable for Credit Facility
Agreement
dated May 22, 2007 entered into by and between the following
parties.
VGTel,
Inc. a Company organized under the laws of the State of New York located
at
0
Xxxxxx
Xxxx Xxxxxxxx, XX 00000-0000 and Xxx Xxxxxx, the President
and principal officer of VGTel, Inc. residing at 0 Xxxxxx
Xxxx Xxxxxxxx, XX 00000-0000
Pursuant
to loan agreement entered into between the herein parties dated March 1, 2006,
and Addendum dated July 18, 2006, Xxx Xxxxxx hereby agrees to waive
all rights to interest on credit facility retroactive to March 1,
2006.
Accordingly
said Credit Facility is hereby irrevocably declared as interest
free.
General
Provisions:
(a) No
waiver, modification or amendment of any provisions of this agreement shall
be
valid unless made in writing, signed by both parties, and specifying with
particularity the nature and extent of such a waiver, modification or
amendment. Any such waiver, modification or amendment shall , in no
event, be construed to be a general waiver, abandonment, modification or
amendment of any of the terms, conditions or provisions of this Agreement,
but
such waiver shall be strictly limited and restricted tot he extent and occasion
specified in such signed writing.
(b) If
either party employs attorneys to enforce any rights arising out of or relating
to this Agreement, the prevailing party shall be entitled to recover reasonable
attorneys’ fees. This Agreement shall be construed, adjudicated and
controlled by the by the laws of the State of New York and any dispute hereunder
shall be brought before JAMS Dispute Resolution in New York City. Their decision
shall be binding and the parties waive all rights to appeal.
(c) This
Agreement is the complete and exclusive statement regarding the subject matter
of this Agreement and supersedes all prior agreements, understandings and
communications, oral or written, between the parties regarding the subject
matter of this Agreement.
(d) Neither
party shall assign any of its rights or obligations hereunder, except to the
Affiliate or successor in interest, without the prior written consent of the
other party, which consent shall not be unreasonably withheld.
(e) No
failure or delay in exercising any right, power or privilege hereunder shall
operate as a waiver thereof, nor shall any single or partial exercise of any
right, power or privilege hereunder
(f)
If
any provision of this Agreement is found to be unenforceable, the remainder
shall be enforced as fully as possible and the unenforceable provision shall
be
deemed modified to the extent required to permit its enforcement in a manner
most closely representing the intention of the parties as expressed
herein.
(g) A
Facsimile copy of the Agreement shall have the same legal effect as an original
of the same.
IN
WITNESS WHEREOF, the parties have hereunto executed this Agreement 22
day of May 2007
Agreed: Agreed:
/s/
Xxx
Xxxxxx,
President /s/
Xxx Xxxxxx
________________________ ____________________________
VGTel,
Inc. Xxx
Xxxxxx
