Common use of Modification of Conditions to Release of Xx. Xxxx From Principal Guaranty Clause in Contracts

Modification of Conditions to Release of Xx. Xxxx From Principal Guaranty. Section 2(d) of the Forbearance Agreement is hereby amended such that Xx. Xxxx’x eligibility to be released from bis liability under the Principal Guaranty will be governed by the following: Subject to the satisfaction of each of the conditions precedent set forth in Section 3 of the Forbearance Agreement, McKesson agrees to undertake the following: . . . To release Xxxxxx X. Xxxx, M.D. from any further liability under that certain “Principal Guaranty” dated as of November 30, 1998 and executed by Xxxxxxx X. X’Xxxxxxx, Xx., M.D. and Xxxxxx X. Xxxx, M.D. in favor of McKesson effective on the date that is 91 days after June 28, 2004 provided that: (i) On or before December 31, 2003, McKesson has received all net proceeds from the sale of the assets of Accent Rx; (ii) On or before January 12, 2004, the Bridge Loan and all other sums payable to McKesson thereunder have been paid in full; (iii) all other payments to be made to McKesson on or before June 28, 2004, (including the reimbursement of fees, costs and expenses) that are referred to in the Forbearance Agreement or which are referred to in the Assumption Agreement have been timely made; (iv) all conditions to the effectiveness of the Assumption Agreement have been and remain satisfied; and (v) no default or “Event of Default” has occurred under this Agreement or the Assumption Agreement through the date upon which the release of Xx. Xxxx becomes effective, and provided further that at no time on or before the date that is 91 days after June 28, 2004, none of Accent Rx, Accentia, HCG, HCG II, MOAB, RCT, BioVest, Xxxxxxx X. X’Xxxxxxx, Xx., or Xxxxxx X. Xxxx, M.D. has become a debtor in a case under title 11 of the United States Code (the “Bankruptcy Code”).