NOTE EXTENSION AGREEMENT
Exhibit
10.27
This
Note
Extension Agreement (“Agreement”) is entered into this 20th day of December
2007, by DRTATTOFF, LLC (the “Company”), a California limited liability company,
and each of the undersigned noteholders (collectively,
“Noteholders”).
BACKGROUND
WHEREAS,
the
Company has previously issued to the Noteholders certain promissory notes more
particularly described in Annex
A
attached
hereto (collectively, “Notes”); and
WHEREAS,
the Company has requested, and each of the Noteholders has agreed, to extend
the
respective maturity dates of the Notes and waive any and all past defaults,
if
any.
NOW,
THEREFORE, in consideration of the foregoing, of the mutual agreements
hereinafter set forth, and of other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the parties hereto hereby
agree follows:
1. The
parties agree that the Recitals set forth above are true and correct and are
incorporated into this Agreement by reference.
2. Each
Noteholder hereby agrees, the maturity date (“Maturity Date”) for each of the
Notes is hereby extended to the earlier of (a) an additional six (6) months
from
its respective Maturity Date or (b) five (5) business days from the date a
registration statement registering the securities of the Company, or its
successor entity in the event of a merger or other business combination, for
public sale is declared effective by the Securities and Exchange Commission.
Except as provided herein, all other terms of the Notes are ratified and
confirmed.
3. Each
Noteholder hereby waives any and all past defaults, late charges (including
default interest rates) and penalties under the Notes, if any, in their
entirety.
4. This
Agreement shall bind and inure to the benefit of the parties hereto, their
respective successors and permitted assigns.
5. This
Agreement may be executed in any number of counterparts, each of which shall
constitute an original, and all of which, taken together, shall constitute
the
same instrument.
6.
This
Agreement may be executed by facsimile signature and that such facsimile
signature shall have the same effect as original signatures.
[Signature
Page Follows]
IN
WITNESS WHEREOF, the parties have executed this Agreement the day and year
first
above written.
| DRTATTOFF, LLC | ||
| |
|
|
| By: | /s/ Xxxxx Xxxxx | |
|
Name: Xxxxx Xxxxx |
||
| Title: Chief Executive Officer | ||
ACCEPTED
AND APPROVED:
| /s/ Xxxxx Xxxxx | |||
|
Xxxxx Xxxxx |
|||
| /s/ Xxxxxxx Xxxxx | |||
|
Xxxxxxx Xxxxx |
|||
| /s/ Xxxxxxxxxxx Xxxxxx | |||
|
Xxxxxxxxxxx Xxxxxx |
|||
| /s/ Xxxx X. Xxxxxxx | |||
|
Xxxx X. Xxxxxxx |
Annex
A
|
Principal
Amount
|
Holder
|
Maturity
Date
|
|
$3,000
|
Xxxxx
Xxxxx
|
12/1/2007
|
|
$20,000
|
Xxxxxxx
Xxxxx
|
12/1/2007
|
|
$21,000
|
Xxxxxxxxxxx
Xxxxxx
|
12/1/2007
|
|
$20,000
|
Xxxx
X. Xxxxxxx
|
12/1/2007
|
