EXHIBIT 4.26
ELEVENTH EXTENSION AGREEMENT
ELEVENTH EXTENSION AGREEMENT, dated as of July 31, 1996, by and between
VITAFORT INTERNATIONAL CORPORATION, a Delaware corporation, and CONTINENTAL
STOCK TRANSFER & TRUST COMPANY.
WHEREAS, the parties hereto are the parties to a Warrant Agency
Agreement (the Warrant Agency Agreement"), dated as of December 19, 1989, as
amended by an Extension Agreement (the "Extension Agreement"), dated as of
December 18, 1992, as further amended by a Second Extension Agreement (the
"Second Extension Agreement"), dated as of December 18, 1994, as further
amended by a Third Extension Agreement, dated as of January 18, 1995 (the
"Third Extension Agreement"), as further amended by a Fourth Extension
Agreement, dated as of April 3, 1995 (the "Fourth Extension Agreement"), as
further extended by a Fifth Extension Agreement, dated as of May 3, 1995 (the
"Fifth Extension Agreement"), as further extended by a Sixth Extension
Agreement, dated as of June 15, 1995, as further extended by a Seventh
Extension Agreement, dated as of July 17, 1995 (the "Seventh Extension
Agreement), as further extended by an Eighth Extension Agreement, dated as
of August 16, 1995 (the "Eighth Extension Agreement"), as further extended by
a Ninth Extension Agreement, dated as of December 31, 1995 (the "Ninth
Extension Agreement"), and asa further extende by a Tenthj Extension
Agreement, dated as of April 30, 1996 (the "Tenth Extension Agreement") (the
Warrant Agency Agreement, the Extension Agreement, the Second Extension
Agreement, the Third Extension Agreement, the Fourth Extension Agreement, the
Fifth Extension Agreement, the Sixth Extension Agreement, the Seventh
Extension Agreement, the Eighth Extension Agreement, the Ninth Extension
Agreement, and the Tenth Extension Agreement are collectively referred to as
the "Amended Warrant Agency Agreement") and now desire to further amend the
same;
NOW, THEREFORE, it is agreed as follows:
1. All defined terms shall have the meaning given them in the Amended
Warrant Agency Agreement unless otherwise defined herein.
2. Section 5 of the Warrant Agency Agreement is amended to provide that
the period during which the Warrants may be exercised shall expire at 5:00 P.M.
New York City Time on
September 30, 1996. The period from August 1, 1996 to September 30, 1996 shall
be referred to as the Eleventh Extension Period. The Warrant Agent is
authorized to affix a stamp to certificates for the Warrants indicating the
Eleventh Extension Period.
3. The Warrant Price during the Eleventh Extension Period shall be $2.375,
subject to adjustment as set forth in Section 4 of the Extension Agreement.
4. This Eleventh Extension Agreement may only be changed by an instrument
in writing executed by the parties hereto. This Eleventh Extension Agreement
shall be governed by the laws of the State of New York as they are applied to
contracts to be performed entirely within the State of New York.
5. Except as specifically amended hereby the Amended Warrant Agency
Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals as of
the day and year first above written.
VITAFORT INTERNATIONAL CORPORATION
By: /s/ Xxxx Xxxxxxx
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Xxxx Xxxxxxx, President and Chief
Executive Officer
CONTINENTAL STOCK TRANSFER & TRUST COMPANY
By: /s/ Xxxxxx Xxxxxx
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Xxxxxx Xxxxxx, Chairman