EXTENSION AGREEMENT
THIS AGREEMENT is made and entered into as of September 30, 2006 (this
"Agreement") by and among Sentinel Technologies, Inc. a Delaware corporation
("STI"); Sentinel Operating, L.P., a Texas limited partnership and an affilitate
of STI ("Sentinel"); Tidel Technologies, Inc., a Delaware corporation ("Tidel");
and Laurus Master Fund, Ltd., a Cayman Islands company ("Laurus").
1. The parties hereto agree that the Exercise and Conversion Agreement,
dated as of January 12, 2006, as amended from time to time, by and among STI,
Sentinel, Tidel and Laurus be and is hereby amended by deleting the two
references to "September 30, 2006" in Section 5.1 therein and inserting in lieu
thereof the date "October 2, 2006".
2. Tidel and Laurus agree that the Stock Redemption Agreement, dated as of
January 12, 2006 (as amended from time to time, the "Redemption Agreement"), by
and between Tidel Technologies and Laurus is hereby amended by deleting the date
September 30, 2006 in Section 4, Section 9(a) and Section 9(b) thereof in the
ultimate sentence therein and substituting in lieu therof the date "October 2,
2006" in each section.
3. Laurus acknowledgesthe receipt from Tidel of the notice setting forth
the Per Share Price (as defined in the Redemption Agreement) required to be
delivered to Laurus pursuant to Section 2(c) of the Redemption Agreement and
confirms that Tidel has complied with such Section 2(c) in all respects.
This Agreement shall be governed by and construed and interpreted in
accordance with the choice of law provisions set forth in, and shall be subject
to the notice provisions of, the Redemption Agreement.
This Agreement may be executed by facsimile signatures and in any number
of counterparts, each of which shall be an original, but all of which together
shall constitute one Agreement.
[Remainder of page intentionally left blank]
IN WITNESS WHEREOF, STI Sentinel, Tidel and Laurus have caused this
Agreement to be executed as of the date first written above.
SENTINEL TECHNOLOGIES, INC.
/s/ Xxxxxxx X. Xxxxxx
------------------------------------
By: Xxxxxxx X. Xxxxxx
Title: Chief Executive Officer
SENTINEL OPERATING, L.P.
By: Sentinal Cash Systems, L.L.C.,
its general partner
/s/ Xxxxxxx X. Xxxxxx
------------------------------
By: Xxxxxxx X. Xxxxxx
Title: President
TIDEL TECHNOLOGIES, INC.
------------------------------------
By: Xxxxxxx X. Xxxx
Title: Secretary
LAURUS MASTER FUND, LTD.
------------------------------------
By:
Title:
IN WITNESS WHEREOF, STI Sentinel, Tidel and Laurus have caused this
Agreement to be executed as of the date first written above.
SENTINEL TECHNOLOGIES, INC.
------------------------------------
By: Xxxxxxx X. Xxxxxx
Title: Chief Executive Officer
SENTINEL OPERATING, L.P.
By: Sentinal Cash Systems, L.L.C.,
its general partner
------------------------------
By: Xxxxxxx X. Xxxxxx
Title: President
TIDEL TECHNOLOGIES, INC.
/s/ Xxxxxxx X. Xxxx
------------------------------------
By: Xxxxxxx X. Xxxx
Title: Secretary
LAURUS MASTER FUND, LTD.
------------------------------------
By:
Title:
IN WITNESS WHEREOF, STI Sentinel, Tidel and Laurus have caused this
Agreement to be executed as of the date first written above.
SENTINEL TECHNOLOGIES, INC.
------------------------------------
By: Xxxxxxx X. Xxxxxx
Title: Chief Executive Officer
SENTINEL OPERATING, L.P.
By: Sentinal Cash Systems, L.L.C.,
its general partner
------------------------------
By: Xxxxxxx X. Xxxxxx
Title: President
TIDEL TECHNOLOGIES, INC.
------------------------------------
By: Xxxxxxx X. Xxxx
Title: Secretary
LAURUS MASTER FUND, LTD.
/s/ Xxxxxx Grin
------------------------------------
By: Xxxxxx Grin
Title: Director
