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EXHIBIT 10.12
AMENDMENT TO
MASTER NOTE FOR LINE OF CREDIT
This Amendment to Master Note for Line of Credit (the "Amendment") is entered
into to be effective as of August 9, 2001, by and between Northwest
Biotherapeutics, Inc. ("Borrower") and Northwest Hospital ("Lender").
RECITALS
Borrower and Lender are parties to that certain Master Note For Line of
Credit dated as of July 1, 1997, as amended from time to time (the
"Agreement"). The parties desire to amend the Agreement in accordance with the
terms of this Amendment.
NOW,THEREFORE, the parties agree as follows:
1. Section 2 of the Agreement is hereby amended and restated in its
entirety as follows:
"2. PAYMENTS. This Note shall be repaid in full upon the earlier of
(a) June 30, 2002, (b) consummation of an initial public offering of
the Borrower's Common Stock registered under the Securities Act of
1933, as amended, or (c) consummation of (i) a merger or consolidation
of Borrower with or into another entity or any other corporate
reorganization, if more than 50% of the combined voting power of the
continuing or surviving entity's securities outstanding immediately
after such merger, consolidation or other reorganization is owned by
persons who were not stockholders of Borrower immediately prior to
such merger, consolidated or other reorganization or (ii) the sale,
transfer or other disposition of all or substantially all of Borrower's
assets."
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of
the first date above written.
NORTHWEST BIOTHERAPEUTICS, INC.
By: /s/ XXXXXX X. XXXXX
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Name: Xxxxxx X. Xxxxx
Title: Chairman, President and CEO
NORTHWEST HOSPITAL
By: /s/ C. XXXXXXX XXXXXXXXX
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Name: C. Xxxxxxx Xxxxxxxxx
Title: President and CEO
8/9/2001
