Exhibit 10.58
AMENDMENT TO SECURITY AGREEMENTS
WHEREAS, Integrated Information Systems, Inc., a Delaware corporation
("Borrower") and AnchorBank, fsb ("Lender") have entered into a Selective
Security Agreement dated January 25, 2002, a General Business Security Agreement
dated October 14, 2002, and a General Business Security Agreement of even date
with this Amendment (hereafter "the Security Agreements"); and
WHEREAS, all of said Security Agreements provide Lender with a security
interest in Borrower's ("Debtor") personal property, including furniture,
computers, and equipment; and
WHEREAS, the Selective Security Agreement provided in pertinent part at
Paragraph 5(b) that Borrower "may sell the Collateral, at commercially
reasonable prices, and may retain the first $400,000 of proceeds. Debtor will
provide Lender with prompt notice of sales of Collateral and the proceeds
received from sales. To the extent proceeds from sales of Collateral exceed a
total of $400,000, Debtor shall remit proceeds in excess of $400,000 to Lender
for application against the Obligation not later than the third business day
following the day of their receipt."
WHEREAS, Borrower has sold collateral and retained approximately $490,000
of proceeds from said sale of collateral prior to the date of this amendment;
and
WHEREAS, the parties desire to modify the provision regarding sale of the
collateral contained in the Selective Security Agreement and include said
revision in all Security Agreements in existence between them as of the date of
this amendment.
IT IS HEREBY AGREED by and between Borrower and Lender that:
1. Borrower's default under the terms of the Selective Security Agreement
by retaining more than $400,000 of proceeds from the sale of personal property
collateral is hereby waived; and
2. The Security Agreements between the parties are hereby amended to
provide:
Notwithstanding any provisions in the Security Agreements to the contrary,
provided Debtor is not in default under the terms of any of the loan
documents with Lender, it may sell equipment and furniture which are part
of the Collateral, at commercially reasonable prices, and may retain the
first $600,000.00 of proceeds, which amount shall include the proceeds of
the sale of any Collateral received by Debtor subsequent to January 25,
2002. To the extent proceeds from sales of Collateral exceed a total of
$600,000.00, Debtor shall remit said proceeds to Lender for application
(within Lender's sole discretion) against the amounts owed to it under any
of the notes, credit facilities, or loan documents between Debtor and
Lender.
1
Dated this 4th day of April, 2003.
ANCHORBANK, fsb
BY: /s/ Xxxxx X. Xxxxxxx
Xxxxx X. Xxxxxxx, 1st Vice President
(Type or Print Name and Title)
INTEGRATED INFORMATION SYSTEMS, INC.
BY: /s/ Xxxxx X. Xxxxxx, Xx.
Xxxxx X. Xxxxxx, Xx., CEO
(Type or Print Name and Title)
