July 24, 2003
Xx. Xxxxx X. Xxxxxxx
000 Xxxxxx Xxxxx
Xxxxxx, XX 00000
Dear Skip:
I am writing with respect to the Purchase and Royalty Agreement that was made
and entered into on October 24th 2002 by and between Vicor and you.
Section B of the Agreement states as follows,
"B. Except as otherwise provided herein, the purchase price shall be paid
as follows:
(1) $50,000 upon the execution of this Agreement by both parties,
(2) $50,000 on the earlier to occur of (a) Vicor's receipt of 510-K
approval by the Food and Drug Administration for the Cardiac Device,
or (b) June 30th 2003, and
(3) $150,000 on the earlier to occur of (a) Vicor's receipt of sufficient
funds from the sale or licensing of the Cardiac Device or other
activities to allow Vicor to make this payment, or (b) September 30th
2003."
We are taking the necessary steps to attempt to complete our fund raising
through institutional investors as well as other means; however, that process
will extend beyond September 30th 2003. Accordingly, I am writing to modify the
Purchase and Royalty Agreement Section B (2) and substitute in its place the
following:
B. (2) (a) $10,000 upon Vicor's receipt of the $500,000 investment from the
Astri Group, (b) $20,000 upon Vicor's receipt of $1,000,000 in additional
investment funds, (c) $20,000 upon Vicor's receipt of an additional
$1,000,000 in investment funds.
Xx. Xxxxx X. Xxxxxxx
Page 2 of 2
July 24, 2003
Please indicate your agreement to this modification by signing where provided
below and returning this Agreement to me as quickly as possible.
Cordially yours,
/s/ Xxxxx X. Xxxxx
------------------
By: Xxxxx X. Xxxxx
Its: Chief Executive Officer
DHF/dw
THE CHANGES AND REASONS TO THE PURCHASE AND ROYALTY AGREEMENT THAT ARE DISCUSSED
IN THIS LETTER WILL BE REFLECTED IN A WRITTEN AMENDMENT SIGNED BY BOTH PARTIES.
ACCEPTED AND AGREED TO THIS 24 DAY OF JULY, 2003, BY XXXXX X. XXXXXXX AND VICOR
TECHNOLOGIES, INC.
/S/ XXXXX X. XXXXXXX
--------------------
BY: XXXXX X. XXXXXXX
