EXHIBIT 10.11
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April 20, 2002
Cornell Capital Partners, L.P.
RE: ▇▇▇▇.▇▇▇, INC. (THE "COMPANY")
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Gentlemen:
This letter will confirm that Section 2.1(b) of the Equity Line of Credit
Agreement dated as of August 2001 between the Company and Cornell Capital
Partners, L.P. is hereby deleted in its entirety. Section 2.1(b) was intended to
be removed from the final version of the Equity Line of Credit Agreement.
This letter may be executed in any number of counterparts, all of which
shall be deemed an original, and both of which shall constitute one and the same
instrument. This letter shall be accepted, effective and binding, for all
purposes, when the parties shall have signed and transmitted to each other, by
telecopier or otherwise, copies of this letter. In the event of any litigation
arising hereunder, the prevailing party or parties shall be entitled to recover
its reasonable attorneys' fees and court costs from the other party or parties,
including the costs of bringing such litigation and collecting upon any
judgments. This letter shall be binding upon and shall inure to the benefit of
the parties hereto and their respective heirs, executors, legal representatives,
trustees, successors and assigns.
If the foregoing correctly sets forth the terms of our agreement, please
sign this letter on the line provided below, whereupon it will constitute a
binding agreement between us.
Very truly yours,
▇▇▇▇.▇▇▇, INC.
By: /s/ ▇▇▇▇ ▇▇▇▇▇
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Name: ▇▇▇▇ ▇▇▇▇▇
Title: President
Agreed and accepted on April 20, 2002:
CORNELL CAPITAL PARTNERS, L.P.
By: Yorkville Advisors, LLC
Its: General Partner
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇
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Name: ▇▇▇▇ ▇▇▇▇▇▇
Title: Managing Director
