[EUROTECH LTD. LOGO HERE]
February 25, 2000
Mr. Neil T. Chau, Managing Member
Encore Capital Management L.L.C.
12007 Sunrise Valley Drive, Suite 460
Reston, Virginia 20191
Dear Mr. Chau:
Thank you for your willingness to reconsider new terms for surviving
agreements between Encore and Eurotech. Following are terms agreeable to
EUROTECH, Ltd. that have been verbally concurred with by Encore, and
formally proposed as amendments to existing Agreements:
That Encore may convert the Convertible Debentures of
Agreement of July 1998 with an existing ceiling of
$1,06. As of March 1, 2000 /S/
That Encore will institute a floor price of $2.00 on all
other remaining Convertible Debentures.
That other terms and conditions of convertible debentures
and warrants remain as agreed in previous
agreements.
That Encore accept from Eurotech 300,000 shares of common
stock as payment for all outstanding penalties with
interest. To be issued as of March 1, 2000 /S/
That Eurotech has paid the $400,000 loan and interest.
That Eurotech brought interest payments on remaining
agreements current as of December 31, 1999.
That Eurotech will issue 250,000 three-year warrants to
Encore with strike price of $3.00. To be issued as
of March 1, 2000 /S/
Your cooperation through this period of financial restructuring is
greatly appreciated as it continues to be vital to EUROTECH, Ltd.
success in delivering EKOR and other very promising technologies.
Sincerely,
/s/ Don V. Hahnfeldt
--------------------
Don V. Hahnfeldt
President, EUROTECH, Ltd.
Agreed and accepted by:
/S/ Neil T. Chau
Neil T. Chau, Encore Capital Management, L.L.C./ date
1216 16th St. N.W., Washington, DC 20036
Phone (202) 466-5448 Fax: (202) 466-5591