AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT
AMENDMENT
NO. 1
TO
This
Amendment No. 1 to the Securities Purchase Agreement, dated as of July 15,
2008
(this “Amendment”) amends that certain Securities Purchase Agreement, entered
into as of July 7, 2008, by
and
between Driftwood Ventures, Inc., a Delaware corporation (the “Buyer”) and Green
Screen Interactive Software, Inc. (the “Company”) (the “Securities Purchase
Agreement”) (capitalized terms used herein and not otherwise defined shall have
the meanings given to them in the Securities Purchase Agreement).
RECITALS
WHEREAS,
the
parties to the Securities Purchase Agreement desire to amend certain provisions
of the Securities Purchase Agreement.
NOW,
THEREFORE,
in
consideration of the foregoing and for other good and valuable consideration,
the receipt of which is hereby acknowledged by the parties hereto, the
undersigned parties do hereby agree as follows:
AGREEMENT
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1.
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The
following language is hereby added to the end of the first sentence
of
Section 1(c): “, provided, however, that Buyer may make Advances in the
aggregate principal amount of up to $9,000,000, which such additional
Advances will be made in the sole discretion of Buyer for additional
operating capital for the
Company.”.
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2.
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Except
as otherwise set forth herein, the Securities Purchase Agreement
shall
remain in full force and effect without change or modification. This
Amendment, the Securities Purchase Agreement and other agreements
related
to the Securities Purchase Agreement constitute the entire understanding
of the parties with respect to the subject matter hereof and thereof
and
supersede all prior and current understandings and agreements, whether
written or oral, with respect to such subject matter. The invalidity
or
unenforceability of any provision hereof shall not affect the validity
or
enforceability of any other term or provision hereof. The headings
in this
Amendment are for convenience of reference only and shall not alter,
limit
or otherwise affect the meaning hereof. This Amendment may be executed
in
any number of counterparts, which together shall constitute one
instrument, and shall bind and inure to the benefit of the parties
and
their respective successors and
assigns.
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[REMAINDER
OF PAGE INTENTIONALLY LEFT BLANK]
IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed on their behalf as of the date first written above.
| DRIFTWOOD VENTURES, INC. | ||
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| By: | /s/ Xxxxxxx Xxxxx | |
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Name: Xxxxxxx Xxxxx |
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| Title: Chief Financial Officer | ||
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GREEN
SCREEN INTERACTIVE
SOFTWARE,
INC.
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| By: | /s/ Xxxx Xxxxxxx | |
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Name: Xxxx Xxxxxxx |
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| Title: President | ||
