EXHIBIT 10.11
BONDING SUPPORT LETTER
June 30, 2005
Windswept Environmental Group, Inc.
Trade-Winds Environmental Restoration Inc.
000 Xxxxxxxxxx Xxxxxx
Xxx Xxxxx, Xxx Xxxx 00000
Laurus Master Fund, Ltd.
c/o Laurus Capital Management, LLC
000 Xxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx, 00000
The undersigned, Xxxxxxx X'Xxxxxx, hereby agrees to provide a personal
guaranty in favor of a bonding underwriter utilized by Windswept Environmental
Group, Inc. (the "Company"), Trade-Winds Environmental Restoration Inc., a
wholly owned subsidiary of the Company ("Trade-Winds"), or their affiliates in a
form reasonably acceptable to such bonding underwriter in order to facilitate
the procurement by the Company, Trade-Winds or any of their affiliates from it
of guarantee, surety and performance bonding support, as described in Section
3.3 of the Securities Purchase Agreement, dated June 30, 2005, by and between
Laurus Master Fund, Ltd. ("Laurus") and Windswept Environmental Group, Inc. (the
"Company"). I further hereby agree to provide such personal guaranty for so long
as the Secured Convertible Note, dated June 30, 2005, issued by the Company in
favor of Xxxxxx remains outstanding.
/s/ Xxxxxxx X'Xxxxxx
------------------------------------
Xxxxxxx X'Xxxxxx
Acknowledged by and Xxxxxx to
as of this 30th day of June, 2005:
LAURUS MASTER FUND, LTD.
By: /s/ Xxxxx Xxxx
-------------------------------
Name: Xxxxx Xxxx
Title: Director