FULL AND FINAL SETTLEMENT AND RELEASE AGREEMENT AND CONFIDENTIALITY AGREEMENT A. DEFINITIONSSettlement & Dispute Resolution • April 1st, 2008 • Etelcharge Com Inc • Services-business services, nec • Texas
eTelcharge.comConvertible Debenture Agreement • April 1st, 2008 • Etelcharge Com Inc • Services-business services, nec
This Letter Agreement clarifies and confirms certain terms, to the extent set forth herein, of the Debenture. This hereby confirms our understanding that the term “Principal Amount” as set forth in Section 1.1(xxi) of the Debenture shall include both the $200,000 cash payment made to eTelcharge at closing on December 28, 2007, as well as the $1.3 million Secured Promissory Note delivered by GGI to eTelcharge at closing on December 28, 2007, (the “Secured Note”) and that such Secured Note shall be deemed to be an amount that GGI has “actually advanced” under Section 1.1(xxi) of the Debenture. It is further clarified that Section 3.1 of the Debenture shall be interpreted so that only such portion of the Principal Amount that has actually been paid in cash by GGI at closing or has been repaid in cash by GGI as a payment of principal under the Secured Note shall be convertible into Common Shares of eTelcharge. The parties further agree to interpret the terms of the Second, Third and Fourth
SUBSCRIPTION AGREEMENTSubscription Agreement • April 1st, 2008 • Etelcharge Com Inc • Services-business services, nec
