THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE UNITED

STATES SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, TRANSFERRED,

ASSIGNED, PLEDGED, OR HYPOTHECATED ABSENT AN EFFECTIVE REGISTRATION THEREOF

UNDER SUCH ACT OR COMPLIANCE WITH RULE 144 PROMULGATED UNDER SUCH ACT, OR UNLESS

THE COMPANY (AS DEFINED BELOW) HAS RECEIVED AN OPINION OF COUNSEL, IN FORM AND

SUBSTANCE REASONABLY SATISFACTORY TO THE COMPANY AND ITS COUNSEL AND FROM

ATTORNEYS REASONABLY ACCEPTABLE TO THE COMPANY AND ITS COUNSEL, THAT SUCH

REGISTRATION IS NOT REQUIRED.



                           NOTE MODIFICATION AGREEMENT



      THIS AGREEMENT ("Agreement") dated as of this 15th day of May, 2007 by and

between PORTFOLIO LENDERS II, LLC, (the "Holder"), and POSEIDIS, INC. (the

"Company"). The Holder and the Company shall be collectively referred to in this

Agreement as the "Parties".



      WHEREAS, the Company executed to Holder a promissory note in the principal

amount of $250,000 on May 12, 2006 having an interest rate of 15% per annum

based on a 360-day year (the "Note");



      WHEREAS, the Company has defaulted on its obligation to repay the

principal and accrued but unpaid interest in full by October 31, 2006; and



      WHEREAS, the Holder and the Company have agreed to extend and restructure

the payment terms on the Note as set forth below.



      NOW, THEREFORE, in consideration of the sum of SEVEN THOUSAND FIVE HUNDERD

DOLLARS AND 00/100 ($7,500.00) and other good and valuable consideration,

including the mutual covenants and undertakings contained herein, the Parties do

hereby agree as follows:



      1. PRINCIPAL AND INTEREST.



      As of May 15, 2007, the Company owes Holder the principal amount of

$250,000 and accrued and unpaid interest of $28,958. The Company and Holder

agree and acknowledge that the accrued interest shall be added to the principal

balance, so that as of May 15, 2007 the outstanding principal amount of the Note

is agreed to be $278,958. The Company shall not be required to make any payments

of principal or interest on the Note for sixty (60) days from the date hereof,

provided, however, that interest for the months of May and June shall continue

to accrue on the outstanding principal amount at the rate of 15% per annum based

on a 360-day year. The parties agree and acknowledge that the accrued and unpaid

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC