EX-99.15 2 v343476_ex99-15.htm EXHIBIT 99.15

 

BIODRAIN MEDICAL, INC.

2915 Comers Drive, Suite 900

Eagan, MN 55212

 

Apri1 25, 2013

 

 

 

Dr. Samuel Herschkowitz

122 Willow Street

Brooklyn, NY 11201

 

SOK Partners, LLC

c/o Dr. Samuel Herschkowitz

122 Willow Street

Brooklyn, NY 11201

 

RE: Third Amendment of Forbearance Agreement

 

Ladies and Gentlemen:

 

We refer to the letter agreement (the "Forbearance Agreement''), dated as of August 15, 2012, among BioDrain Medical, Inc. ("BioDrain''), Dr. Samuel Herschkowitz and SOK Partners, LLC ("SOK''),as amended by letters dated December 28, 2012 and March 6, 2013 respectively. Capitalized terms used but not otherwise defined herein shall have the meaning ascribed thereto in the Forbearance Agreement.

 

The parties hereto hereby agree that Subsections 7(a) and (b) of the Forbearance Agreement are hereby amended and restated as follows:

 

"a. The second paragraph of the Herschkowitz Note is hereby amended and restated as follows:

 

"This promissory note (the "Note") is issued by the Borrower pursuant to that certain Note Purchase Agreement dated as of the date hereof (the "Purchase Agreement"), entered into between the Borrower and the Lender, and is subject to, and Borrower and Lender shall be bound by, all the terms, conditions and provisions of the Purchase Agreement. This Note shall become due and payable on August 31, 2013 (the "Maturity Date''). Capitalized terms used herein but not defined herein shall have the meanings ascribed to them in the Purchase Agreement."

 

b. The second full paragraph of the SOK Note is hereby amended and restated as follows:

 

"This promissory note (the "Note") is issued by the Borrower pursuant to that certain Note Purchase Agreement dated as of the date hereof (the "Purchase Agreement"), entered into between the Borrower and the Lender, and is subject to, and Borrower and Lender shall be bound by, all the terms, conditions and provisions of the Purchase Agreement. This Note shall become due and payable on August 31, 2013 (the "Maturity Date"). Capitalized terms used herein but not defined herein shall have the meanings ascribed to them in the Purchase Agreement."

 

 
 

 

Except as specifically amended hereby, the Forbearance Agreement, the Herschkowitz Note and the SOK Note shall remain in full force and effect, unamended.

 

This letter agreement shall be governed by, and construed in accordance with, the laws of the State of New York.

 

Please indicate your agreement with the foregoing by signing below where indicated and returning to us the enclosed executed duplicate copy of this letter agreement.

 

  Sincerely,
     
  BIODRAIN MEDICAL, INC.
     
  By: /s/ Bob Myers
    Name: Bob Myers
    Title: CFO

 

 

All of which is agreed and acknowledged as of the date first above written.

 

 

/s/ Dr. Samuel Herschkowitz                                        

Dr. Samuel Herschkowitz

 

 

SOK PARTNERS, LLC

 

 

By: /s/ Samuel Herschkowitz, MD  
  Name: Samuel Herschkowitz, MD  
  Title: GP