LOAN EXTENSION AGREEMENT
EXHIBIT
99.1
This Loan
Extension Agreement is dated as of this 31st day of December 2008, by and
between ASI Technology
Corporation, a Nevada Corporation with a place of business at 000
Xxxxxxxx Xxxxxxx Xx., Xxx. 000, Xxxxxxxxx, Xxxxxx, 00000 (the “Lender”), X.Xxxxxxx Corporation, a
Delaware corporation with an office at 00000 Xxxx Xxxxxxxx Xxxxx, Xxx Xxxxx,
Xxxxxxxxxx, 00000 (the “Borrower”), in consideration of the mutual covenants
contained herein and the benefits to be derived herefrom.
W
I T N E S S E T H:
WHEREAS, the Lender and the
Borrower have entered into a certain loan arrangement (the “Loan Arrangement”),
which Loan Arrangement is evidenced by, among other documents and instruments, a
certain Promissory Note dated as of December 23, 2007 made by the Borrower
payable to the Lender in the original principal amount of $450,000.00 (the
“Note”); and
WHEREAS, the Borrower has
requested that the Lender extend the maturity date of the Note as set forth
herein and the Lender has agreed to do so upon the terms and conditions set
forth herein.
NOW, THEREFORE, it is agreed
by and between the Lender and the Borrower as follows:
1.
The Lender and the Borrower hereby agree that the maturity date of the Note is
extended from December 23, 2008 to June 23, 2009. Until the Maturity
Date, the Borrower shall continue to pay, as and when due, all unpaid interest
required pursuant to the terms of the Loan Agreement and the Note.
2.
The Lender and Borrower acknowledge and agree that, as of the date herein, the
outstanding principal balance due under the Note is $300,000.00 after principal
payments of $150,000.00.
3.
Upon the execution hereof, the Borrower shall pay to the Lender an extension fee
of $3,000.00, in addition to all fees and expenses incurred by the Lender in
connection with the Loan Arrangement. The Borrower may at its
election pay the extension fee by delivery of 28,517 restricted shares (“Restricted Shares”) of the
common stock, $.001 par value of the Borrower with a deemed value of $0.1052 per
share (which is the average closing price of the common stock for the five
trading days immediately preceding December 23, 2008).
4.
Provided no Default or Event of Default shall then be in existence, the Lender
shall extend the Maturity Date for an additional period through June 23, 2009,
upon the satisfaction of the following conditions:
4.1
Payment by the Borrower of an extension fee equal to 100 basis points of the
outstanding balance of the Note as of December 31, 2008 as described above;
and
4.2
The Borrower provides written notice to the Lender of its request for an
extension of the Maturity Date no later than December 31, 2008.
6.
The Borrower acknowledges and agrees that any and all collateral granted by the
Borrower or any other party to secure the obligations of the Borrower under the
Note and the Loan Agreement shall remain in full force and effect and shall
continue to secure the obligations of the Borrower to the Lender.
7.
It is intended that this Extension Agreement take effect as an instrument under
the seal of the laws of the State of Nevada. This Extension Agreement
constitutes the entire agreement of the parties with respect to the matters set
forth herein and shall not be modified by any prior oral or written
discussions.
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X.Xxxxxxx, a Delaware
corporation
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By:
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/s/ XXXXXX XXXXXX | ||
Name: |
Xxxxxx
Xxxxxx
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Title: |
Senior
Vice President and Secretary
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ASI Technology
Corporation, a Nevada Corporation
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By:
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/s/ XXXXX X. XXXXX | ||
Xxxxx
X. Xxxxx
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Chairman
of the Board
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ACKNOWLEDGED, CONSENTED TO AND
AGREED:
X.Xxxxxxx,
a California corporation
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By:
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/s/ XXXXXX XXXXXX | ||
Name: | Xxxxxx Xxxxxx | ||
Title: |
Senior
Vice President and Secretary
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