Exhibit 10.52
Bridge Financing
Amendment Agreement No. 5
BRIDGE FINANCING AMENDMENT AGREEMENT NO. 5
This Bridge Financing Amendment Agreement No. 5 ("Amendment Agreement")
is entered into as of April 14, 2003, by Lithium Technology Corporation ("LTC")
and Arch Hill Capital N.V. ("Arch Hill") (LTC and Arch Hill collectively
referred to herein as the "Parties").
RECITALS
WHEREAS, the Parties have executed a Bridge Financing Agreement dated
December 31, 2001 as amended on March 20, 2002, May 30, 2002, July 29, 2002 and
October 4, 2002 (the "Agreement"); and
WHEREAS, the Parties have agreed to amend the repayment provisions of
the Agreement and the promissory notes.
NOW THEREFORE, in consideration of the mutual agreements contained
herein, the Parties agree as follows:
1. Section 4 of the Agreement shall be amended as follows:
"The entire principal balance and all other sums due and
payable under any Promissory Note issued from July 29, 2002
to December 31, 2002 shall be applied against the purchase
price of equity securities being sold by LTC in any equity
financing after the date hereof. The entire principal balance
and all other sums due and payable under any Promissory Note
issued on or after January 1, 2003 shall be payable upon
twelve months written demand by Arch Hill. Notwithstanding
the foregoing, at the option of Arch Hill, the principal
balance and all other sums due and payable under any Note
issued on or after January 1, 2003 may be applied against the
purchase price of equity securities being sold by LTC in any
equity financing after the date hereof."
2. Section 1 of each Note issued from July 29, 2002 to December 31,
2002 shall read as follows:
"The principal balance and all other sums due and payable under this
Note shall be applied against the purchase price of equity securities
being sold by LTC in any equity financing after the date hereof."
3. Section 1 of each Note issued on or after January 1, 2003 shall
read as follows:
"The principal balance and all other sums due and payable under this
Note shall be repaid on the date specified in a notice for repayment
from Arch Hill given in writing at least twelve months in advance of
the repayment date. Notwithstanding the foregoing, at the option of
Arch Hill, the principal balance and all other sums due and payable
under this Note may be applied against the purchase price of equity
securities being sold by LTC in any equity financing after the date
hereof. The unpaid portion of the principal amount of this Note shall
accrue interest per annum at 6% from the date of this Note until the
payment in full of the principal amount of this of this Note and
accrued interest."
4. All other terms of the Notes shall remain the same and shall
continue to have the same force and effect as originally written.
5. Upon the satisfaction of the Notes on the terms set forth herein
the Agreement shall terminate and the parties will have no further obligations
thereunder except with respect to the Registration Rights set forth in Section 7
which shall survive the termination of the Agreement.
IN WITNESS WHEREOF, the Parties have executed this Amendment Agreement
as of the date first above written.
LITHIUM TECHNOLOGY
CORPORATION
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇
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▇▇▇▇▇ ▇. ▇▇▇▇
Chairman and Chief Executive Officer
ARCH HILL CAPITAL N.V.
By: /s/ ▇.▇. ▇▇▇ ▇▇▇▇▇
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▇.▇. ▇▇▇ ▇▇▇▇▇
Executive Officer
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