EXHIBIT 10.2
AGREEMENT
Legacy and IPFS have entered into the attached Agreement and agree
that, if the Bankruptcy Court does not grant the Motion and give Legacy
authority to terminate the Lease and release IPFS, on behalf of the C-Gate
Estate, from all claims arising under the Lease, by July 31, 2005, IPFS
may, at its sole option, waive such release and termination and accept such
release and termination as Legacy may give under the Assignment, by paying
the balance of the Release Payment to Legacy by 5:00 pm July 31, 2005.
Legacy warrants and represents to IPFS that an Event of Default, as
defined under the Assignment, exists and will continue to exist, unless
Legacy notifies IPFS that it no longer exists prior to accepting payment
the full $500,000 Release Price.
All terms defined in the attached agreement shall have the same meaning
herein.
Signed: June 22, 2005
Agreed and Accepted:
/s/ Xxxxx X. Xxxxxx
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Legacy Bank of Texas
By: Xxxxx X. Xxxxxx
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Its: Senior Vice President
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/s/ Xxxx X. Xxxxxx
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Integrated Performance Systems, Inc.
By: Xxxx X. Xxxxxx
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Its: CFO
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