THIS AMENDMENT TO PROMISSORY NOTES
Exhibit 4.12
THIS AMENDMENT TO PROMISSORY NOTES
Is dated effective this 19th day of April, 2006
BETWEEN
DataJungle Ltd., a Canadian corporation having an office at 0 Xxxxx Xxxx, Xxxxx 000, Xxxxxx, Xxxxxxx, X0X 0X0
(Hereinafter, the “Company”)
AND
Capital House Corporation, a corporation having an office at 00 Xxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxx, Xxxxxxx, X0X 0X0
(Hereinafter, “Lender”)
WHEREAS:
i.
Lender advanced funds to the Company and the Company executed promissory notes in favor of Lender for $7,000.00 CAD dated November 25, 2005 and $41,000 CAD dated November 30, 2005 (the “Notes”) to evidence the funds advanced;
ii.
Lender requested that the Company modify the Notes to provide for, amongst other modifications, provisions to convert the Notes into shares of common stock and warrants to purchase shares of common stock of DataJungle Software Inc. (“DJSW”) on terms and conditions consistent with other sources of funding to the Company;
iii.
The Board of Directors of DJSW approved the renegotiation of the Notes at a meeting on March 31, 2006 and informed Lender of that approval;
iv.
Company and Lender desire to amend the Notes.
THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Company and Lender agree as follows:
1.
Paragraph b. of each of the Notes is deleted in its entirety and replaced with:
The Loan together with any other obligations owing to Lender in accordance with this Note is secured by and repayable in full from receipt by Borrower of proceeds from the present and future accounts receivables due to Borrower.
2.
The following paragraph is added to each of the Notes:
The Lender or holder may at any time and from time to time on notice to the Company and DJSW require that all or any portion of the outstanding principal and accrued interest be converted into shares of common stock of DJSW plus warrants for the purchase of shares of common stock of DJSW at the conversion rate of $0.20 U.S. per share plus a warrant exercisable for the number of shares of
common stock equal to one hundred percent (100%) of the number of shares of common stock purchased by the Lender or holder. The warrant will be exercisable until December 31, 2010 and will have an exercise price equal to $0.30 U.S. per share.
3.
All other terms and conditions of the Notes shall remain the same.
In Witness Whereof, Company and Lender have executed this Amendment to Promissory Notes this 16th day of April, 2006
Capital House Corporation
DataJungle Ltd.
/s/ Xxxxx Xxxx
/s/ Xxxxx Xxxxxxxxxxx
Per: Xxxxx Xxxx
Per: Xxxxx Xxxxxxxxxxx
President
COO
/s/ Xxxxx Xxxxx
Per: Xxxxx Xxxxx
CFO
/s/ Xxxxx Xxxxxxxxxxx
Per: Xxxxx Xxxxxxxxxxx
COO
/s/ Xxxxx Xxxxx
Per: Xxxxx Xxxxx
CFO
