FORM OF AMENDED AND RESTATED WT NOTE] AMENDED AND RESTATED PROMISSORY NOTE CONVERTIBLE INTO [COMMON/PREFERRED] STOCK OF WT HOLDINGS CORPORATION May __, 2006Wt Holdings Corp • May 24th, 2006 • Services-educational services • California
Company FiledMay 24th, 2006 Industry JurisdictionThis Note hereby amends and restates that certain 5% promissory note in the principal amount of $____ dated November 21, 2005 (“Assumed Note”) issued to ___________ (“Assignor”). This Note is issued in connection with the assignment of $________ in principal and $_______ in accrued interest under the Assumed Note from Assignor to Holder. The Maker has delivered this Note to Holder following the Maker’s receipt of the Assumed Note. This is one of a series of ____ (__) promissory notes issued to the Holder which collectively represent 100% the principal and interest amounts owed under the Assumed Note as of this date; this note represents ___% of such principal and interest amount.
FORM OF AMENDED AND RESTATED ZANONI NOTE] SECOND AMENDED AND RESTATED PROMISSORY NOTE CONVERTIBLE INTO COMMON STOCK OF WT HOLDINGS CORPORATION May __, 2006Wt Holdings Corp • May 24th, 2006 • Services-educational services • California
Company FiledMay 24th, 2006 Industry JurisdictionThis Note hereby amends and restates that certain 5% promissory note in the principal amount of $____ dated November 21, 2005 (“Assumed Note”) issued to ___________ (“Assignor”). This Note is issued in connection with the assignment of $________ in principal and $_______ in accrued interest under the Assumed Note from Assignor to Holder. The Maker has delivered this Note to Holder following the Maker’s receipt of the Assumed Note. This is one of a series of ____ (__) promissory notes issued to the Holder which collectively represent 100% the principal and interest amounts owed under the Assumed Note as of this date; this note represents ___% of such principal and interest amount.
FORM OF AMENDED AND RESTATED KANEB NOTE] SECOND AMENDED AND RESTATED PROMISSORY NOTE CONVERTIBLE INTO COMMON STOCK OF WT HOLDINGS CORPORATION May __, 2006Wt Holdings Corp • May 24th, 2006 • Services-educational services • California
Company FiledMay 24th, 2006 Industry JurisdictionThis Note hereby amends and restates that certain 5% promissory note in the principal amount of $____ dated November 21, 2005 (“Assumed Note”) issued to ___________ (“Assignor”). This Note is issued in connection with the assignment of $________ in principal and $_______ in accrued interest under the Assumed Note from Assignor to Holder. The Maker has delivered this Note to Holder following the Maker’s receipt of the Assumed Note. This is one of a series of ____ (__) promissory notes issued to the Holder which collectively represent 100% the principal and interest amounts owed under the Assumed Note as of this date; this note represents ___% of such principal and interest amount.