ADDENDUM TO EXISTING COMMON STOCK PURCHASE AGREEMENT
DATED
SEPTEMBER 28, 1999
Re: Extension of original Structured Equity Funding Line (SEFL)
with an additional funding commitment for $5,000,000.00.
Dear Mr. Hughes:
This letter replaces the earlier addendum, dated September 26, 2000.
This letter shall serve as an addendum to the Common Stock
Purchase Agreement entered into between the parties, Alpha
Venture Capital, Inc. ("Alpha") ("the Funds") and eConnect (the
"Company"), dated September 28, 1999.
The Funds confirm that certain investment funds advised
exclusively by First Fidelity Capital, Inc. ("FFC") are willing
to extend their commitment described in the September 15, 1999
Term Sheet with an additional Funding Commitment of
$5,000,000.00, on the same terms and conditions as stipulated in
the Term Sheet, dated and executed September 15, 1999, except
with the following amendments:
Commitment Term: One (1) year from the date of execution of
this addendum (Effective Date), with one automatic six month
extension if at least 20% (i.e. $1,000,000.00) of the Commitment
is drawn down during the first six (6) months as of the
Effective Date.
Commitment Fees; Warrants: On the Effective Date, pursuant
to a definitive warrant purchase agreement, the Company shall
deliver to the Funds an aggregate of 2,000,000 five year
warrants to purchase Common Stock (the Warrant Shares), with an
exercise price equal to 80% of the average 5 (Five) day closing
bid price of the Common Stock commencing on the Effective Date
(the "Warrants"). The Company shall in addition deliver to the
Funds up to a maximum of 1,571,428 warrants on a pro rata basis
in conjunction with their draw downs, exercisable at the close
bid price at the date of each draw down (the "Further Warrant
Shares").
The Company represents and warrants that the Company is not at
present engaged in discussions, and will not be so engaged, with
any persons, except the Funds for the placement of any equity
financing for the Company via any offerings and the Company will
not be permitted to issue any of its equity securities (or
instruments convertible into or exercisable for equity
securities) in any offerings except to the Funds, until the
latter of a) all of the above commitment has been drawn down, or
b) in a period from today's date until October 23, 2001.
The Company will file with the Commission, no later than
November 25, 2000, a Registration Statement on Form SB-2 (the
"Registration Statement") to register the resale of the shares
of Common Stock purchased by the Funds pursuant to the
Commitment and the shares of Common Stock issuable upon exercise
of the Warrants. The amount of shares to be registered is
agreed to be 25,000,000. The Company will cause the
Registration Statement to become effective within ninety (90)
days from November 25, 2000. If the Registration Statement is
not declared effective within such ninety (90) day period, the
Commitment will terminate and the Funds will retain the Warrants
and non-refundable fee described below.
The Company hereby agrees to cause the Registration Statement to
continue to be effective for a one-year period from the date the
post-effective amendment is declared effective by the Securities
and Exchange Commission.
The terms of this letter are expressively agreed by the parties
to be non-binding, except that, if this letter is signed by both
parties.
Sincerely,
Alpha Venture Capital, Inc.
By: /s/ Barry Herman
Barry Herman, President
Acknowledged and Accepted:
eConnect
By: /s/ Thomas S. Hughes
Thomas S. Hughes, President
