Amendment of Notes Sample Contracts

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December 5, 2006
Amendment of Notes • January 26th, 2007 • Whos Your Daddy Inc • Men's & boys' furnishgs, work clothg, & allied garments

This letter sets forth the agreement of the parties hereto to amend the conversion price of certain notes originally issued by the Company to the investors listed in the signature pages hereto (collectively, the “Investors”) on April 29, 2005 and October 11, 2005 (the “Notes”) and to set an agreed-upon payoff amount for redemption of these notes.

CYBER DEFENSE SYSTEMS, INC. 10901 Roosevelt Boulevard St. Petersburg, FL 33716
Amendment of Notes • August 29th, 2007 • Cyber Defense Systems Inc • Aircraft
PACIFICAP ENTERTAINMENT HOLDINGS, INC. 12268 Via Latina Del Mar, CA 92914
Amendment of Notes • January 31st, 2006 • Pacificap Entertainment Holdings Inc • Cable & other pay television services

This letter sets forth the agreement of the parties hereto to amend the conversion price of all outstanding notes, which are convertible into shares of the Company’s common stock, par value $.001 per share (the “Common Stock”), originally issued by the Company to the investors listed in the signature pages hereto dated June 10, 2004, July 13, 2004, July 20, 2004, December 17, 2004, June 1, 2005, July 1, 2005, August 1, 2005, September 1, 2005 and September 19, 2005 (collectively, the “Investors”) (individually, the “Note”).

OPTIGENEX INC.
Amendment of Notes • April 21st, 2008 • Optigenex Inc. • Medicinal chemicals & botanical products

This letter sets forth the agreement of the parties hereto to amend the Applicable Percentage (as defined in the Notes) of the Notes, which are convertible into shares of the Company’s common stock, par value $.001 per share (the “Common Stock”), ever issued by the Company to the investors listed in the signature pages hereto (collectively, the “Investors”)( the “Notes”).

GLOBALNET CORPORATION Houston, TX 77054 November 2, 2006
Amendment of Notes • November 6th, 2006 • Globalnet Corp • Telephone communications (no radiotelephone)

This letter sets forth the agreement of the parties hereto to amend the conversion price of certain notes which are convertible into shares of the Company’s Common Stock, par value $.005 per share, originally issued by the Company to the investors listed in the signature page hereto (collectively, the “Investors”) pursuant to all Securities Purchase Agreements (the “Purchase Agreement”), entered into by and among the Company and the Investors (collectively, the “Notes”).

PACIFICAP ENTERTAINMENT HOLDINGS, INC. 12868 VIA LATINA DEL MAR, CALIFORNIA 92014
Amendment of Notes • August 18th, 2008 • Pacificap Entertainment Holdings Inc • Cable & other pay television services
SKYLYNX COMMUNICATIONS, INC. 500 John Ringling Boulevard Sarasota, FL 34236 March 13, 2006
Amendment of Notes • April 12th, 2006 • Skylynx Communications Inc • Non-operating establishments

This letter sets forth the agreement of the parties hereto to amend the conversion price of certain notes originally issued by the Company to the investors listed in the signature pages hereto (collectively, the "Investors"), on July 29, 2005 (the "Notes").

JUNIPER GROUP, INC.
Amendment of Notes • October 9th, 2007 • Juniper Group Inc • Electrical work

This letter sets forth the agreement of the parties hereto to amend the Applicable Percentage (as defined in the Notes) and other covenants in the Notes and Securities Purchase Agreements dated December 28, 2005, March 14, 2006 and September 13, 2007 and issued by the Company to the Investors, which are convertible into shares of the Company’s common stock, par value $.001 per share (the “Common Stock”), originally issued by the Company to the investors listed in the signature pages hereto (collectively, the “Investors”) ( the “Notes”).

IGIA, INC. New York, NY 10175 July 27, 2006
Amendment of Notes • August 2nd, 2006 • IGIA, Inc. • Electric housewares & fans

This letter sets forth the agreement of the parties hereto to amend the conversion price of certain notes which are convertible into shares of the Company’s Common Stock, par value $.001 per share, originally issued by the Company to the investors listed in the signature page hereto (collectively, the “Investors”) pursuant to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of June 7, 2006, by and among the Company and the Investors (collectively, the “Notes”).

Second Letter Agreement
Amendment of Notes • October 4th, 2024 • XTI Aerospace, Inc. • Services-computer programming services • British Columbia

The Company has completed an offering (the “Offering”) in multiple tranches of 12% convertible notes (each a “Note” and collectively, the “Notes”) and common share purchase warrants of the Issuer to the investors pursuant to several securities purchase agreements in substantially the same form and as compensation to Joseph Gunnar & Co., LLC.

FEMONE, INC. Carlsbad, CA 92008 March 23, 2006
Amendment of Notes • March 29th, 2006 • Fem One Inc • Medicinal chemicals & botanical products

This letter sets forth the agreement of the parties hereto to amend the conversion price of certain notes which are convertible into shares of the Company’s Common Stock, par value $.001 per share, originally issued by the Company to the investors listed in the signature page hereto (collectively, the “Investors”) pursuant to all Securities Purchase Agreements (the “Purchase Agreements”), ever entered into by and among the Company and the Investors (collectively, the “Notes”).

EDOORWAYS CORP
Amendment of Notes • November 23rd, 2016 • Escue Energy Inc • Engines & turbines • New York

This letter sets forth the agreement of the parties hereto to amend the Applicable Percentage and the Interest Rate (as defined in the Notes) of all the Notes, which are convertible into shares of the Company’s common stock, par value $.001 per share (the “Common Stock”), ever issued by the Company to the investors listed in the signature pages hereto (collectively, the “Investors”)(the “Notes”).

SKYLYNX COMMUNICATIONS, INC. 500 John Ringling Boulevard Sarasota, FL 34236 December 15, 2005
Amendment of Notes • December 30th, 2005 • Skylynx Communications Inc • Non-operating establishments

This letter sets forth the agreement of the parties hereto to amend the conversion price of certain notes originally issued by the Company to the investors listed in the signature pages hereto (collectively, the "Investors"), on July 29, 2005 (the "Notes").

ITRONICS, INC. 6490 SOUTH McCARRAN BLVD., BLDG C, SUITE 23 RENO, NEVADA 89509
Amendment of Notes • August 12th, 2008 • Itronics Inc • Agricultural chemicals

This letter sets forth the agreement of the parties hereto to amend all of the Notes, which are convertible into shares of the Company’s common stock, par value $.001 per share, ever issued by the Company to the investors listed in the signature pages hereto (collectively, the "Investors")( the "Notes").

INNOFONE.COM, INC. Olney, MD 20832
Amendment of Notes • October 29th, 2007 • Innofone Com Inc • Services-business services, nec

This letter sets forth the agreement of the parties hereto to amend the conversion price of all the notes originally issued by the Company to the investors listed in the signature pages hereto (collectively, the “Investors”)(the “Notes”).

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