ADDENDUM TO CONVERTIBLE DEBENTURE AND
SECURITIES PURCHASE AGREEMENT
This Addendum to Convertible Debenture and Securities Purchase Agreement
("Addendum") is entered into as of the 17th day of February 2005 by and
between Ultradata Systems, Incorporated, a Delaware corporation
("Ultradata"), and Golden Gate Investors, Inc., a California corporation
("GGI").
WHEREAS, GGI and Ultradata are parties to that certain 6 3/4 % Convertible
Debenture dated as of February 14, 2005 ("Debenture"); and
WHEREAS, GGI and Ultradata are parties to that certain Securities Purchase
Agreement dated as of February 14, 2005; and
WHEREAS, the parties desire to amend the Debenture and Securities Purchase
Agreement in certain respects.
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, and for other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, Ultradata and GGI agree as
follows:
1. All terms used herein and not otherwise defined herein shall have the
definitions set forth in the Debenture.
2. The Debenture Interest Rate is hereby changed to 4.75%.
3. The Initial Purchase Price under the Securities Purchase Agreement
shall be $100,000, with $50,000 to be held by GGI for legal fees pursuant
to the letter agreement between the parties dated February 14, 2005.
4. Except as specifically amended herein, all other terms and conditions
of the Debenture and Securities Purchase Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, Ultradata and GGI have caused this Addendum to be signed
by its duly authorized officers on the date first set forth above.
Ultradata Systems, Incorporated Golden Gate Investors, Inc.
By: /s/ ▇▇▇▇▇ ▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇▇▇▇
------------------------------- ---------------------------
Name: ▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇
Title: Chief Executive Officer Title: Investment Portfolio Manager
