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EXHIBIT 10.10
LOAN EXTENSION AGREEMENT
This Loan Extension Agreement ("Agreement") entered into this first day
of April, 2001, by and between Xxxxx Xxxxxxxxxx ("Xxxxxxxxxx"), Xxxxx
Investments, a California limited liability company ("Xxxxx") and SATX, Inc., a
Nevada corporation ("SATX" or the "Corporation").
From time to time, dating back to 1997, Xxxxxxxxxx and Xxxxx have
loaned money to SATX which has been utilized by the Corporation primarily for
working capital. Each of these loans is now due and payable by the Corporation.
The loans and the total amount due thereunder, including interest is as follows.
Lender Loan Date Amount Due
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Xxxxx 6/21/99 $484,000
Xxxxxxxxxx 6/20/97 $137,499
Xxxxxxxxxx 5/14/99 $195,200
Xxxxxxxxxx 6/1/99 $ 50,000
Xxxxxxxxxx 7/15/99 $ 37,800
Xxxxxxxxxx 2/1/01 $ 14,000
Xxxxxxxxxx and Xxxxx are willing to extend the term of the aforementioned loans
to allow SATX an additional period of time to pay the full amount of principal
and all accrued and unpaid interest due on the following terms and conditions.
AMOUNT DUE. Xxxxx and SATX agree that the total amount due Xxxxx is
$484,000.00. Xxxxxxxxxx and SATX hereby agree that the total amount due
Xxxxxxxxxx is $434,499.00.
PROMISSORY NOTES. SATX shall execute the Promissory Notes attached
hereto as Exhibits "A" and "B" and by this reference incorporated herein. SATX
further agrees to be bound by the terms and conditions set forth therein. Upon
execution of the Promissory Notes, all prior promissory notes executed by SATX
in favor of Xxxxx or Shirvanian shall be deemed canceled and shall be considered
void and of no legal force or effect.
CONSIDERATION FOR EXTENSION. As and for consideration for extending the
period of time in which SATX must repay said loans, SATX hereby grants
Xxxxxxxxxx the right to purchase up to 5,000,000 shares of the common stock of
SATX for the price of $.05 per share. In order to exercise said right,
Xxxxxxxxxx must notify the Corporation in writing of his intent to purchase the
shares, or any portion thereof, no later than the close of business (5 p.m. EDT)
on May 15, 2001. Said notification must be accompanied by cash or check for the
full purchase price of the shares.
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NOTICES. All notices required hereunder shall be sent to the party at
the addresses specified in Section 7 of Exhibits "A" and "B" which shall also
govern the method of delivery and receipt thereof.
GOVERNING LAW. This Agreement is executed under and is to be construed
and enforced in accordance with the laws of the State of Georgia, without regard
to principles of conflict, including matters of construction, validity and
performance.
ARBITRATION. Any action to enforce or interpret this Agreement or to
collect money due under the terms of either Exhibit "A" or "B" shall be settled
by arbitration by sending a written demand detailing the nature of the matter to
be resolved by arbitration to the other party. The arbitration shall be
conducted in Atlanta, Georgia. The parties agree that the arbitrator shall be
empowered to fashion either a legal or equitable remedy or any combination
thereof to resolve the dispute. The prevailing party shall be entitled to
reimbursement of attorney fees, costs, and expenses incurred in connection with
the arbitration. The parties shall share equally all initial costs of the
arbitration. All decisions of the arbitrator shall be final and binding on the
parties. Judgment may be entered upon any such decision in accordance with
applicable law in any court having jurisdiction thereof.
ENTIRE AGREEMENT. This Agreement, together with Exhibits "A" and "B"
attached hereto, constitutes the whole and entire agreement of the parties with
respect to the subject matter of this Agreement, and it shall not be modified or
amended in any respect except by a written instrument executed by all the
parties.
SEVERABILITY. If any provision of this Agreement or the application of
any of its provisions to any party or circumstance is held invalid or
unenforceable, the remainder of this Agreement and the application of the
provisions to the other parties shall remain valid and in full force and effect.
BINDING ON SUCCESSORS AND ASSIGNS. This Agreement shall be binding on
and inure to the benefit of the parties and their heirs, personal
representatives and permitted successors and assigns.
IN WITNESS WHEREOF, the parties have executed this Agreement on the day
and year first above written.
SATX, Inc. Xxxxx Investments, LLC
By: By:
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Xxxxx Xxxxxxx, CEO Xxxxx Xxxxxxxxxx, President
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Xxxxx Xxxxxxxxxx
