EXHIBIT 10.25
Amendment
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April 16, 1998
For good and valuable consideration:
Xxxx Xxxx Finance Company Limited (Xxxx Xxxx) and Global Med Technologies,
Inc. agree to the following changes to the loan commitment dated April 14,
1998. The parties agree to the following terms.
1. The section entitled Board of Directors:
Board of Directors:
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1. Xxxx Xxxx has the right to appoint three members to the
Board of Directors of Global. These Board members shall
receive warrants consistent with the duties required. This
shall be determined mutually by Global and Xxxx Xxxx. The
Board of Global shall have no more than seven members. Any
additional members need the written consent of Xxxx Xxxx.
2. The current Board of Directors of Global will sign a
resignation letter to be held in escrow.
shall be voided and the amended section shall read as follows:
"Board of Directors:
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1. Xxxx Xxxx has the right to appoint five members to the Board
of Directors of Global. These board members shall receive
warrants consistent with the duties required. The Board of
Global shall be no more than nine members.
2. The current Board of Directors of Global will sign a
resignation letter to be held in escrow."
2. The section entitled Funding:
Funding:
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Global has the right to call the $1.5 million from Xxxx Xxxx upon
need. The funds will be put in a separate bank account. For Global
to withdraw there is a need for two signatures, one from Global and
one from a Xxxx Xxxx appointee. Xxxx Xxxx will not unreasonably
withhold approval of payment.
shall be voided and the amended section shall read as follows:
"Funding:
--------
Global has the right to call the $1.5 million fron Xxxx Xxxx upon
need."
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3. The section entitled Additions/Fees:
Additions/Fees:
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Global has to pay a finders fee of 5% of the principal to RAF
Financial Corporation as introductory fees. This fee is only due on
that part of the loan which is drawn down.
shall be voided.
The section entitled Detachable Warrants that reads:
Detachable warrants:
-------------------
Xxxx Xxxx earns 6,000,000 units of detachable warrants upon the
issuance and signing of the loan commitment. These warrants are a fee
for this loan commitment. These warrants are earned regardless of
whether Global requests to draw this funding or not. These 6,000,000
units of detachable warrants will entitle the holder to subscribe in
cash at an exercise price of U.S. $.025 (25 cents) each for one common
stock.
The warrants can be exercised in full or by tranches of U.S. $250,000.
Global will register the common stock underlying the warrants for re-
sale under the Securities Act of 1933. Global agrees to register this
common stock underlying the warrants to be effective no more than 60
days after this loan commitment. If Global does not register the
stock then this is considered a default under the contract.
Xxxx Xxxx shall have the right to request Global to register the
detachable warrants under the Act of 1933. Global must comply within
60 days or is in default.
Xxxx Xxxx has the right to convert any part of the loan into the
purchase of detachable warrants. All detachable warrants can be
exercised any time within 10 years after this commitment letter.
Shall be changed to read:
"Detachable warrants:
--------------------
Xxxx Xxxx earns 6,000,000 units of detachable warrants upon the
issuance and signing of the loan commitment. These warrants are a fee
for this loan commitment. These warrants are earned regardless of
whether Global requests to draw this funding or not. These 6,000,000
units of detachable warrants will entitle the holder to subscribe in
cash at an exercise price of U.S. $.025 (25 cents) each for one common
stock.
The warrants can be exercised in full or by tranches of U.S. $250,000.
Global will register the common stock underlying the warrants for re-
sale under the Securities Act of 1933. Global agrees to register this
common stock underlying the warrants to be effective no more than 60
days after this loan commitment. If Global does not register the
stock then this is considered a default under the contract.
Xxxx Xxxx shall have the right to request Global to register the
detachable warrants under the Act of 1933. Global must comply within
60 days or is in default.
Xxxx Xxxx has the right to convert any part of the loan into the
purchase of these detachable warrants. All detachable warrants can be
exercised any time within 10 years after this commitment letter."
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In consideration of mutual promised and covenants contained herein and for
other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the parties agree to this amendment. All parities
have full approval of their respective Board of Directors and are legally
appointed to sign this amendment.
Agreed to by:
For Global Med Technologies, Inc. For Xxxx Xxxx Finance Company Limited
/s/ XXXXXXX X. XXXXX /s/ XXX XXXX
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CEO President
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