GREENS WORLDWIDE INC. Hertford, NC 27944
Exhibit 10.2
000 Xxxxxxxx Xxxxxx Xxxx
Xxxxxxxx, XX 00000
October 13, 2006
AJW Partners, LLC
New Millennium Capital Partners II, LLC
AJW Offshore, Ltd.
AJW Qualified Partners, LLC
0000 Xxxxxxxx Xxxxxxxxx
Xxxxx 000
Xxxxxx, Xxx Xxxx 00000
| Re: | Greens Worldwide Inc. (the “Company”) – |
Ladies and Gentlemen:
This letter sets forth the agreement of the parties hereto to amend the exercise price and maturity of certain warrants, which are convertible into shares of the Company’s common stock, no par value per share (the “Common Stock”), originally issued by the Company to the investors listed in the signature pages hereto (collectively, the “Investors”), on May 31, 2006, September 19, 2006 and July 31, 2006 (the “Warrants”).
By execution hereof, for good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree that:
| 1. | The exercise price shall be $.15 per share for all Warrants. |
| 2. | The Warrants are hereby amended in accordance with the foregoing provision. All other provisions of the Warrants, as amended from time to time, shall remain in full force and effect. |
The parties shall do and perform, or cause to be done and performed, all such further acts and things, and shall execute and deliver all such other agreements, certificates, instruments and documents, as the other parties hereto may reasonably request in order to carry out the intent an accomplish the purposes of this letter agreement, including without limitation the issuance of amended Notes.
Please signify your agreement with the foregoing by signing a copy of this letter where indicated and returning it to the undersigned.
| Sincerely, |
| /s/ R. Xxxxxx Xxxx R. Xxxxxx Xxxx |
| Chief Executive Officer |
| ACCEPTED AND AGREED: | ||
| AJW PARTNERS, LLC. | ||
| By: |
SMS GROUP, LLC | |
| /s/ Xxxxx X. Xxxxxxxx Xxxxx X. Xxxxxxxx, Manager | ||
| NEW MILLENNIUM CAPITAL PARTNERS II, LLC | ||
| By: |
FIRST STREET MANAGER II, LLC, | |
| /s/ Xxxxx X. Xxxxxxxx Xxxxx X. Xxxxxxxx, Manager | ||
| AJW OFFSHORE, LTD. | ||
| By: |
FIRST STREET MANAGER II, LLC | |
| /s/ Xxxxx X. Xxxxxxxx Xxxxx X. Xxxxxxxx, Manager | ||
| AJW QUALIFIED PARTNERS, LLC | ||
| By: |
AJW MANAGER, LLC | |
| /s/ Xxxxx X. Xxxxxxxx Xxxxx X. Xxxxxxxx, Manager | ||
