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EXHIBIT 10.10
Dated day of 1993
INDUSTRIAL DEVELOPMENT AUTHORITY
first part
TRIAD SYSTEMS IRELAND LIMITED
second part
TRIAD SYSTEMS CORPORATION
third part
and
TRIDEX SYSTEMS LIMITED
fourth part
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SUPPLEMENTAL AGREEMENT
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INDUSTRIAL DEVELOPMENT AUTHORITY
Xxxxxx Xxxx Xxxxx
Xxxxxx Xxxxx
Xxxxxx 0
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AGREEMENT made the 23rd day of June 1993 BETWEEN the INDUSTRIAL DEVELOPMENT
AUTHORITY having its registered office at Xxxxxx Xxxx Xxxxx, Xxxxxx Xxxxx,
Xxxxxx 0 (hereinafter called "the Authority") of the first part, TRIAD SYSTEMS
IRELAND LIMITED having its registered office at Ballinalee Road, Longford
(hereinafter called "the Company") of the second part, TRIAD SYSTEMS CORPORATION
having its registered office at 0000 Xxxxx Xxxxx, Xxxxxxxxx, XX 00000 XXX
(hereinafter called "Triad") of the third part and TRIDEX SYSTEMS LIMITED having
its registered office at 0-0 Xxxxxxx Xxxxxxxx Xxxxxx Xxxxxxx Xxx, Xxxxxxxxx,
Xxxxxxxxx (hereinafter called "Tridex") of the fourth part, the third and
fourth part hereinafter collectively called "the Promoters" SUPPLEMENTAL to the
Grant Agreement dated the 25th day of September 1992 made between the Authority,
the Company and the Promoters (hereinafter called the "the Principal
Agreement").
WHEREAS:
A. Under the Principal Agreement the Authority agreed to make grants totalling
IRL.1,726,874 towards the cost of establishing in three phases and carrying
on in Templemichael, Longford, Co Longford an Industrial undertaking for
the provision of Inventory Management Systems for automotive parts to
include Product Development, Systems Assembly, Marketing, Market/Consumer
Support, Data Processing and Data Base Development (hereinafter called "the
Undertaking")
B. The Company has now applied to the Authority for its consent to the
following:
(i) that there shall be a re-allocation of expenditure in the amount of
L.361,714 from new machinery and equipment to building modifications
for phase 1 of the Undertaking.
(ii) that the Company be permitted to sell its product on the domestic
market.
(iii) that the phrase "through the United Kingdom" in Clause 8-1-2 (vi) of
the Principal Agreement be deleted.
C. The Authority is willing to accede to the said application.
NOW IT IS HEREBY WITNESSED by and between the Authority, the Company and the
Promoters that in consideration of the Company carrying on the Undertaking in
accordance with the terms of the Principal Agreement the Authority agrees to the
foregoing SUBJECT to the following terms and conditions:-
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1. That Paragraph 1 of the Second Schedule to the Principal Agreement be
amended to read as follows:-
ELIGIBLE ASSETS AND ESTIMATED COST
XXXXX 0 XXXXX 0 TOTAL
--------- -------- ---------
Building
Modifications 421,714 421,714
New Machinery
and Equipment 848,286 382,000 1,230,286
--------- -------- ---------
TOTAL 1,270,000 382,000 1,652,000
2. That the grant towards expenditure on building modifications in the amount
of (pound)361,714 (being the amount the subject of reallocation) be paid at
a rate of 45%.
3. That Clause 4 - Provision of Services - in the Principal Agreement be
deleted.
4. That Clause 8-1-2 (vi) of the Principal Agreement be amended to read as
follows:
(vi) that grant monies in the amount of (pound)272,500 towards new machinery and
equipment will be withheld until Phase 1 of the Undertaking has been
implemented i.e. until 88 permanent full time jobs are in place and the
Company has generated IR(pound)2,000,000 in sales from the "Catelog"
products and supporting software and hardware.
IT IS HEREBY AGREED that except as expressly or impliedly provided in this
agreement the provisions of the Principal Agreement shall continue to operate
and apply.
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IN WITNESS WHEREOF the parties hereto have affixed their respective seals the
day and year first herein written.
PRESENT when the Seal of the
INDUSTRIAL DEVELOPMENT AUTHORITY
was affixed hereto:-
/s/ [ILLEGIBLE]
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Authorised Officer
/s/ [ILLEGIBLE]
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Authorised Officer
PRESENT when the Seal of
TRIAD SYSTEMS IRELAND LIMITED
was affixed hereto:
/s/ XXXXXX X. XXXXXXX
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Director
/s/ [ILLEGIBLE]
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Director
PRESENT when the Seal of
TRIAD SYSTEMS CORPORATION
was affixed hereto:
/s/ XXXXXX X. XXXXXXX
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Secretary
/s/ XXXXX X. XXXXXX
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Director
PRESENT when the Seal of
TRIDEX SYSTEMS LIMITED
was affixed hereto:
/s/ [ILLEGIBLE]
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Director
/s/ XXXXXX X. XXXXXXX
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Director