Everest Resources Corp. - FORM 10-Q - EX-10.4 - SECOND AMENDMENT TO PROMISSORY NOTE - August 16, 2010

Attached files

file filename
EX-10.1 - FIRST AMENDMENT TO PROMISSORY NOTE - Everest Resources Corp.f10q0610ex10i_covenant.htm
EX-4.2 - WARRANT TO WALSTON DUPONT GLOBAL ADVISORS LLC, DATED JUNE 10, 2010 - Everest Resources Corp.f10q0610ex4ii_covenant.htm
EX-10.2 - BRIDGE LOAN AGREEMENT - Everest Resources Corp.f10q0610ex10ii_covenant.htm
EX-4.3 - WARRANT TO JD HOLDINGS 1, INC., DATED JULY 2, 2010 - Everest Resources Corp.f10q0610ex4iii_covenant.htm
EX-10.3 - BRIDGE LOAN AGREEMENT BY AND BETWEEN COVENANT GROUP OF CHINA INC. AND JD HOLDINGS 1, INC - Everest Resources Corp.f10q0610ex10iii_covenant.htm
EX-32.1 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER - Everest Resources Corp.f10q0610ex32i_covenantgroup.htm
EX-31.1 - CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER - Everest Resources Corp.f10q0610ex31i_covenantgroup.htm
EX-31.2 - CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER - Everest Resources Corp.f10q0610ex31ii_covenantgroup.htm
EX-32.2 - CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER - Everest Resources Corp.f10q0610ex32ii_covenantgroup.htm
10-Q - QUARTERLY REPORT - Everest Resources Corp.f10q0610_covenantgroup.htm
EX-4.1 - WARRANT TO SUI GENERIS CAPITAL PARTNERS LLC, DATED JUNE 30, 2010 - Everest Resources Corp.f10q0610ex4i_covenant.htm
Exhibit 10.4
 
SECOND AMENDMENT TO PROMISSORY NOTE
 
THIS SECOND AMENDMENT TO PROMISSORY NOTE (this "Amendment") is made and entered into as of August 13, 2010 by and between COVENANT GROUP OF CHINA INC., a Nevada corporation (the "Maker"), and SUI GENERIS CAPITAL PARTNERS LLC, a Delaware limited liability company (the "Payee" and, collectively with Maker, the “Parties”).
 
BACKGROUND
 
A.           On April 22, 2010, Maker and Payee executed a Promissory Note, whereby Maker promised to repay the principal sum of $120,000 in connection with a Bridge Loan Agreement entered into by the Parties of even date (the "Original Note").
 
B.           On June 30, 2010 Maker and Payee sought to amend the Original Note and entered into a First Amendment to Promissory Note (“First Amendment”).
 
C.           Maker and Payee now desire to amend the Original Note as set forth herein.
 
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree as follows:
 
1.   All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Original Note.
 
2.   The second paragraph of the Original Note reading, “The entire principal balance will be payable in full three (3) months from the date of this Note[,]” is hereby amended to read in its entirety as follows:
 
“The entire principal balance will be payable in full three (3) months from August 13, 2010.”

3.   Except as expressly modified in this Amendment, all of the remaining terms and conditions of the Original Note and the First Amendment shall continue in full force and effect and are hereby ratified and confirmed.
 
[signature page follows]
 
 
 
 
 
IN WITNESS WHEREOF, this Amendment has been duly executed by the parties hereto as of the date first written above.
 
 
  COVENANT GROUP OF CHINA INC.  
       
 
By:
/s/ Justin D. Csik  
    Justin D. Csik, CFO and General Counsel  
       
       
  SUI GENERIS CAPITAL PARTNERS LLC  
       
 
By:
/s/ Robert Benedict      
    Robert Benedict, Managing Member  
       
       
 

Everest Resources Corp. Reports