AMENDMENT NO. 1 TO
WARRANT CERTIFICATE
This Amendment No. 1 to the Warrant Certificate (this "AMENDMENT") is
made and entered into as of June 25, 2001, by and between FINOVA Capital
Corporation, as successor-in-interest to FINOVA Technology Finance, Inc.
(the "HOLDER") and Cinema Ride, Inc., a Delaware corporation (the
"COMPANY").
RECITALS
A. The Company issued to the Holder that certain Warrant Certificate
dated December 24, 1996 (the "CERTIFICATE").
B. The Certificate evidences the Holder's right to purchase 100,000
shares of the Common Stock of the Company at an Exercise Price of
$2.00 per share.
c. Capitalized terms not otherwise defined in this Agreement shall
have the meanings set forth in the Certificate.
D. The parties desire to modify the provisions of the Certificate as
set forth herein.
NOW, THEREFORE, in consideration of the foregoing Recitals and the
mutual promises contained herein, the parties agree as follows:
1. AMENDMENT TO PARAGRAPH 1 OF THE CERTIFICATE. The first
paragraph of the Certificate is hereby amended by deleting the reference to
"$2.00" and substituting therefor "$1.00."
2. EFFECTIVENESS OF CERTIFICATE. Except as expressly provided
herein, nothing in this Amendment shall be deemed to waive or modify any of
the provisions of the Certificate, including the Holder's anti-dilution
rights. In the event of any conflict between the Certificate, this
Amendment or any other amendment or addendum thereof, the document later in
time shall prevail.
3. COUNTERPARTS. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original but all of which
together shall constitute one and the same instrument.
-1-
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as
of the date first above written.
CINEMA RIDE, INC.
By: /s/ Xxxxx Xxxxxxx
_______________________________________
Its: President
FINOVA CAPITAL CORPORATION
By:_______________________________________
Its:_______________________________________
-2-