EXHIBIT 4.26
ADDENDUM TO CONVERTIBLE DEBENTURE AND
WARRANT TO PURCHASE COMMON STOCK
This Addendum to Convertible Debenture and Warrant to Purchase Common
Stock ("Addendum") is entered into as of the _____ day of January
2006 by and between Gameznflix, Inc., a Nevada corporation
("Gameznflix"), and Golden Gate Investors, Inc., a California
corporation ("GGI").
WHEREAS, GGI and Gameznflix are parties to that certain 4 _ %
Convertible Debenture dated as of November 11, 2004 ("Debenture");
and
WHEREAS, GGI and Gameznflix are parties to that certain Warrant to
Purchase Common Stock dated as of November 11, 2004 ("Warrant"); and
WHEREAS, the parties desire to amend the Debenture and Warrant 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, Integrated
and GGI agree as follows:
All terms used herein and not otherwise defined herein shall have the
definitions set forth in the Debenture or Purchase Agreement.
The Principal Amount of the Debenture is hereby increased by $150,000
to $300,000. Immediately upon execution of this Addendum by both
parties, GGI shall wire $150,000 to Gameznflix. For the additional
$150,000 Principal Amount, the $0.015 figure in the second paragraph
of section 3.1(a) of the Debenture is changed to $0.005. In
connection with such addition of principal to the Debenture,
Gameznflix also grants GGI the right to purchase 15,000,000 shares of
Common Stock under the Warrant, on the same terms and conditions as
the Warrant.
Except as specifically amended herein, all other terms and conditions
of the Debenture and Warrant shall remain in full force and effect.
IN WITNESS WHEREOF, Gameznflix, Inc. and GGI have caused this
Addendum to be signed by its duly authorized officers on the date
first set forth above.
Gameznflix, Inc. Golden Gate Investors, Inc.
By: __________________________ By: _______________________________
Name: ________________________ Name: _____________________________
Title: _________________________ Title: ______________________________
