Modification of Payment Terms. (a) For the purposes of this Letter Agreement, reference is made to the terms of payment contained within the Stock Purchase Agreement; namely, Sections 1.02(b) and 1.02(c) which provided that a portion of the Purchase Price shall be paid to Sellers, pro rata based on ownership of the shares, as follows: (i) “One Million Dollars ($1,000,000) cash, payable in five (5) equal monthly installments of Two Hundred Thousand Dollars ($200,000) each, the first such installment to be paid one month following Closing on the same day of the month as the day of the month of the Closing Date, and each month thereafter until paid in full”; and (ii) “One Million Dollars ($1,000,000) cash, payable fifteen (15) days following the initial public offering ("IPO") of Buyer's stock, or by September 30, 2013, whichever comes first.” (b) Solely for the purposes of modifying and setting forth the agreement between the Buyer and R▇▇ ▇▇▇▇▇▇▇▇▇▇ (separately, “R▇▇▇▇▇▇▇▇▇”) as to the payment of the amounts of the Purchase Price attributable to R▇▇▇▇▇▇▇▇▇ set forth in Sections 1.02(b) and 1.02(c) of the Stock Purchase Agreement (which the parties agree is $298,400), the Buyer hereby agrees to make the following payments to R▇▇▇▇▇▇▇▇▇, and R▇▇▇▇▇▇▇▇▇ agrees to accept the following payments in lieu of the amounts otherwise set forth in Sections 1.02(b) and 1.02(c) of the Stock Purchase Agreement: The principal balance owed under the Stock Purchase Agreement (that being $298,400), together with interest at the rate of 7.5% per annum, shall be due and owing and payable to R▇▇▇▇▇▇▇▇▇ on the earlier of: (i) the completion by Buyer of an initial public offering (“IPO”); or (ii) December 31, 2014, and shall be evidenced by the form of the promissory note attached hereto as Exhibit B subject to an Effective Date of February 11, 2013.
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Sources: Stock Purchase Agreement Modification (Armada Water Assets Inc)
Modification of Payment Terms. (a) For the purposes of this Letter Agreement, reference is made to the terms of payment contained within the Stock Purchase Agreement; namely, Sections 1.02(b) and 1.02(c) which provided that a portion of the Purchase Price shall be paid to Sellers, pro rata based on ownership of the shares, as follows:
(i) “One Million Dollars ($1,000,000) cash, payable in five (5) equal monthly installments of Two Hundred Thousand Dollars ($200,000) each, the first such installment to be paid one month following Closing on the same day of the month as the day of the month of the Closing Date, and each month thereafter until paid in full”; and
(ii) ““ One Million Dollars ($1,000,000) cash, payable fifteen (15) days following the initial public offering ("IPO") of Buyer's stock, or by September 30, 2013, whichever comes first.”
(b) Solely for the purposes of modifying and setting forth the agreement between the Buyer and RJ▇▇ ▇▇▇▇▇▇▇▇▇▇ (separately, “R▇▇H▇▇▇▇▇▇▇”) as to the payment of the amounts of the Purchase Price attributable to R▇▇H▇▇▇▇▇▇▇ set forth in Sections 1.02(b) and 1.02(c) of the Stock Purchase Agreement (which the parties agree is $298,400801,000), the Buyer hereby agrees to make the following payments to R▇▇H▇▇▇▇▇▇▇, and R▇▇H▇▇▇▇▇▇▇ agrees to accept the following payments in lieu of the amounts otherwise set forth in Sections 1.02(b) and 1.02(c) of the Stock Purchase Agreement: The principal balance owed under the Stock Purchase Agreement :
(that being i) $298,400)150,000.00 – paid on November 15, together with interest at the rate 2013 (receipt of 7.5% per annum, shall be due and owing and payable to Rwhich is acknowledged by H▇▇▇▇▇▇▇▇▇ on the earlier of: (i) the completion by Buyer of an initial public offering (“IPO”); or ;
(ii) December 31$100,000—paid on January 24, 2014 (receipt of which is acknowledged by H▇▇▇▇▇▇▇);
(iii) $10,860 - to be paid within three (3) business days of mutual execution of this Letter Agreement, and which includes: (A) H▇▇▇▇▇▇▇’▇ attorney fees incurred to the date of this Letter Agreement pursuant to Section 12.09 of the Stock Purchase Agreement; (B) interest at 4% on $726,600 from September 1, 2013 to November 15, 2013 (the date of the payment referenced in paragraph 1(b)(i) above; and (C) interest at 4% on $576,600.00 from November 15 to the date of mutual execution of this Letter Agreement;
(iv) $100,794 - to be paid on February 15, 2014, which includes (A) $100,000.00 and (B) interest at 4% on $476,600.00 from the date of this Letter Agreement to February 15, 2014;
(v) $202,483 - to be paid on March 15, 2014, which includes (A) $200,600.00 and (B) interest at 4% on $376,600.00 from the date of this Letter Agreement to March 15, 2014; and
(vi) $177,467 – final payment to be paid on April 15, 2014, which includes (A) $176,000.00 and (B) interest at 4% on $176,000.00 from the date of this Letter Agreement to April 15, 2014. The failure to pay any of the above payments when due, following failure to cure after not more than 10 days following the due date, with no requirement of written notice from H▇▇▇▇▇▇▇ to the Company, shall cause the full amount remaining unpaid to mature and become due and payable at once, at H▇▇▇▇▇▇▇’▇ option. In the event an installment or the entire unpaid balance hereunder is not paid when due, the unpaid balance and accrued interest described above shall be considered principal and shall draw interest at the rate of eight (8) percent per annum, compounded annually, until paid. In case payment of any installment or the entire unpaid balance hereunder shall not be evidenced by made when due and legal process to enforce payment becomes necessary, it is agreed that a reasonable amount shall be added to and become a part of this note as H▇▇▇▇▇▇▇’▇ costs of collection, including reasonable attorney fees and costs (including those incurred on appeal and in collecting the form of the promissory note attached hereto as Exhibit B subject to an Effective Date of February 11, 2013amount due H▇▇▇▇▇▇▇).
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