0001144204-08-050461 Sample Contracts

AMENDMENT AND WAIVER AGREEMENT
Amendment and Waiver Agreement • August 29th, 2008 • Visual Management Systems Inc • Metal mining

THIS AMENDMENT AND WAIVER AGREEMENT (this “Agreement”) dated as of August 28, 2008, is entered into among Visual Management Systems, Inc, a Nevada corporation (the “Company”) and the holders of the Company’s Original Issue Discount 5% Senior Secured Convertible Debentures (individually, a “Holder” and collectively, the “Holders”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement or the Debentures (each as defined below).

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