EXHIBIT 10.3
March 4, 2010
MODIFICATION TO FEBRUARY 22, 2010 SUBORDINATED NOTE
This modification to the $125,000 subordinated note agreements each individually
executed by Xxxxxx X. Xxxxxxxx and Xxxxxxx X. X'Xxxx ("Holder's) on February 22,
2010 modifies the terms for payment of interest on the notes.
The Holders' hereby agree that interest will only be paid on these notes to the
extent that these payments are allowed pursuant to the terms of Tel-Instrument
Electronics Corp's revised Credit Agreement dated March 4, 2010. This
modification is being made to conform to Section 7.18 of the revised Credit
Agreement between Bank of America and Tel Instrument Electronics Corp. This
modification precludes the payment of monthly interest to either Holder unless
Tel's ratio of Net cash Flow to Debt service expense exceeds a 1.2 ratio as
defined in the Credit Agreement. The Holder's agree that the Company's failure
to pay the monthly interest amounts pursuant to the terms of the February 22,
2010 Subordinated Note will not constitute an event of default on this Note if
the Company is precluded from making these payments pursuant to the limitations
included in the revised Credit Agreement.
IN WITNESS WHEREOF, Tel-Instrument Electronics Corp. has caused this Note
modification to be executed in its corporate name by the signature of its Chief
Accounting Officer.
Holder Tel-Instrument Electronics Corp.
By: /s/ Xxxxxx X. Xxxxxxxx By: /s/ Xxxxxx X. Xxxxxxxx
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Xxxxxx X. Xxxxxxxx Xxxxxx X. Xxxxxxxx
Chief Accounting Officer
Holder
By: /s/ Xxxxxxx X. X'Xxxx
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Xxxxxxx X. X'Xxxx
