EXHIBIT 4.27
NHANCEMENT TECHNOLOGIES, INC.
0000 Xxxxx Xxxxx
Xxxxxxxxxx, XX 00000
(000) 000-0000
June 30, 2000
Xxxxxxx Investments Limited
C/o Dr. Xx. Xxxxxxxx & Partner
Xxxxxxxxxxxx 00
XX-0000 Xxxxx, Xxxxxxxxxxxxx
Attn.: Xx. Xxxx Xxxxxxx
RE: AMENDMENT TO COMMON STOCK PURCHASE AGREEMENT
Gentlemen:
Reference is made to that certain Common Stock Purchase
Agreement (the "Purchase Agreement"), dated May 24, 2000, between NHancement
Technologies Inc., (the "Company") and Xxxxxxx Investments Limited (the
"Purchaser"). Section 7.2(a) of the Purchase Agreement, as currently
constituted, provides that the Purchaser may terminate the Purchase Agreement in
the event that the Company completes any financing prohibited by Section 4.11.
The Company and the Purchaser hereby agree to delete said provisions from the
Purchase Agreement.
In consideration of the mutual covenants and agreements
contained herein, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereby agree to
restate the following section of the Purchase Agreement as follows:
Section 7.2 OTHER TERMINATION. The Purchaser may terminate
this Agreement upon one (1) Trading Day's notice if (i) an event
resulting in a Material Adverse Effect has occurred, (ii) the Common
Stock is de-listed from the Nasdaq SmallCap Market unless such
de-listing is in connection with the listing of the Common Stock on the
Nasdaq National Market, American Stock Exchange, or the New York Stock
Exchange, (iii) the Company files for protection from creditors under
any applicable law, or (iv) the Registration Statement is not effective
by August 31, 2000.
Except as specifically amended by the terms of this letter,
the Purchase Agreement shall remain unmodified and in full force and effect, and
shall not be in any way
changed, modified or superseded by the terms set forth herein. All terms used
but not defined in this letter shall have the meanings set forth in the
Purchase Agreement.
If the foregoing correctly sets forth our understanding and
agreement, please so indicate by signing where indicated below.
NHANCEMENT TECHNOLOGIES INC.
By:
---------------------------
Name:
Title:
ACCEPTED AND AGREED TO:
XXXXXXX INVESTMENTS LIMITED
By:
-----------------------------------------
Xxxx Xxxxxxx, Authorized Signatory
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