AMENDMENT TO EQUITY LINE AGREEMENT
THIS AMENDMENT TO EQUITY LINE AGREEMENT (the "Agreement") is entered
into as of this 8th day of May, 2002, between Fonix Corporation, a Delaware
corporation (the "Company") and Queen LLC, a Cayman Islands limited liability
company (the "Investor"). The Company and the Investor may each be referred to
herein as a "Party" and collectively as the "Parties."
RECITALS
A. The Parties entered into a Private Equity Line Agreement as of
August 7, 2000 (the "2000 Agreement"), under which the Company could draw down
up to Twenty Million Dollars ($20,000,000) by putting shares of the Company's
Class A Common Stock to the Investor.
B. The Parties now desire to amend the 2000 Agreement to increase the
amount of the equity line of credit to Twenty-two Million Dollars ($22,000,000).
In consideration of the foregoing recitals and the mutual covenants and
agreements set forth below and for other good and valuable consideration, the
receipt and adequacy of which the Parties acknowledge, the Parties agree as
follows.
AGREEMENT
1. The Parties hereby agree that the amount available to be drawn under
the equity line of credit is hereby increased from Twenty Million Dollars
($20,000,000) to Twenty-two Million Dollars ($22,000,000).
2. The Parties further acknowledge that all other terms and conditions
of the agreement between the Parties as set forth in the 2000 Agreement shall
apply to this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to Equity Line Agreement to be executed by the undersigned, thereunto
duly authorized, as of the date first set forth above.
QUEEN LLC FONIX CORPORATION
By: /s/ Navigator Management By: /s/ Xxxxx X. Xxxxxx
Ltd., Director --------------------------
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