EX-10
from SB-2/A
1 page
Amendment #1 to Promissory Note Whereas, the Promissory Note Dated March 4, 2004 in the Amount of $ , Section 1(a) Maturity Date Is July 10, 2004, and Whereas, Wishes to Amend the Maturity Date to October 31, 2004. - Name
12/34/56
EX-10
from SB-2/A
1 page
Distribution Agreement Amendment #1 This Amendment Agreement #1, Made and Entered Into Between Aptus Corp., a Delaware Corporation ("Aptus"), and Mark Andre ("Developer). Aptus and Developer Are Referred to Collectively Herein as the "Parties". Whereas, the Parties Have Entered Into a Distribution Agreement on January 23, 2004; and Whereas, the Parties Desire to Amend the Distribution Agreement as Follows: 2. Distribution Distribution Shall Be as Follows: A. From the Platinum Var at $1,000 Per Month on 5.5% to the Developer Paid Invoices. B. From All Other Direct and Indirect Sources 5.5% to the Developer. on Paid Invoices C. Reports: Within Thirty (30) Days After the End of the Calendar Quarter Annual Period, Aptus Shall Make a Written Report to Developer Setting Forth the Gross Sales of Licenses Sold by Aptus and Fully Paid on by Sources. if There Are No Gross Sales and/or Receipts, a Statement to That Effect Will Be Made by Aptus. at the Time Each Report Is Made, Aptus Shall Pay to Developer the Distributions by Such Report. D. Distribution Statements and Payments to Developer Shall Be Deemed to Be Final Unless Written Notification by Developer to Aptus Is Made Within 120 Days Specifying the Reasons Such Statements and Payments Are Unacceptable. F. Beginning the Second Calendar Quarter of the Year 2004, And, Continuing Every Calendar Quarter Thereafter During the Term of This Agreement, Payments to Developer Shall Be Made Within Thirty (30) Days of the Last Day of Each Calendar Quarter. Section 5. Buyout This Agreement Aptus May Be Bought Out, at Any Time During the Term of the Agreement, And, in Consideration of Such Buyout, Aptus Will Compensate Developer in the Amount of $1,250,000. in Witness Whereof, the Parties Hereto Have Signed This Distribution Agreement Amendment #1 on the Dates That Appear Below. /S/ Mark Andre 4/15/04 - Mark Andre, Developer Date Aptus Corp. By: /S/ John P. Gorst 4/15/04 - John P. Gorst, President Date
12/34/56
EX-10
from SB-2/A
1 page
Consulting Agreement Amendment #1 This Amendment Agreement #1, Made and Entered Into Between Aptus Corp., a Delaware Corporation ("Aptus"), and Mark Andre ("Consultant). Aptus and Consultant Are Referred to Collectively Herein as the "Parties". Whereas, the Parties Have Entered Into a Consulting Agreement on January 23, 2004; and Whereas, the Parties Desire to Amend the Consulting Agreement as Follows: 3. Term. the Term of This Agreement Is for a Period of Two Years, Commencing on the Earlier to Occur of April 15, 2004 or When the Gross Revenues of Aptus Exceed $40,000.00 in Any One Calendar Month Period and Shall End Two (2) Years Thereafter. This Term Shall Not Be Terminated by Aptus Before April 14, 2006 for Any Reason in Witness Whereof, the Parties Hereto Have Signed This Consulting Agreement Amendment #1 on the Dates That Appear Below. /S/ Mark Andre 4/15/04 - Mark Andre, Consultant Date Aptus Corp. By: /S/ John P. Gorst 4/15/04 - John P. Gorst, President Date
12/34/56
EX-10
from SB-2/A
1 page
Security Agreement Amendment #1 This Security Agreement Amendment #1 Is Entered Into as of This 15th Day of April 2004 by and Between Aptus Corp., a Delaware Corporation ("Aptus") and Mark Andre ("Andre"). Aptus and Andre Are Referred to Collectively Herein as the "Parties". Whereas, the Parties Have Entered Into a Security Agreement on January 23, 2004; and Whereas, the Parties Desire to Amend Section 2. Indebtedness; and Whereas, Section 2. Shall Be Replaced in Its Entirety as Follows: 2. the Indebtedness for the Purpose of This Agreement, "Indebtedness Means All Obligation and Liability of Aptus to Andre, Whether Now Existing or Hereafter Incurred or Created, Whether Voluntary or Involuntary, Whether Due or Not Due, Whether Absolute or Contingent, Whether Incurred Directly or Acquired by Andre by Assignment or Otherwise, Under That Certain Distribution Agreement, of Even Date, Between Andre and Aptus and Is Secured by the Collateral. in Witness Whereof, the Parties Hereto Have Executed the Security Agreement Amendment #1 on as of the Date First Above Written. Aptus Corp: Aptus Corp. By: /S/ John P. Gorst Name: John P. Gorst Title: President Andre: /S/ Mark Andre - Mark Andre
12/34/56