EXHIBIT 10.1
August 30, 2002
ComVest Venture Partners, L.P.
Medtronic, Inc.
Re: Sale of Xxxxxx Corporation
Gentlemen:
In consideration of the execution by ComVest Venture Partners, L.P.
("ComVest") and Medtronic, Inc. ("Medtronic") of that certain Consent and Waiver
of Requisite Noteholders (the "Consent") in connection with the sale by Horizon
Medical Products, Inc. ("HMP") and Xxxxxx Corporation ("Xxxxxx") of
substantially all of the assets of Xxxxxx, ComVest, Medtronic and HMP hereby
agree as follows:
1. Within sixty (60) days following the closing of the sale of
substantially all of the assets of Xxxxxx, the management and
Executive Committee of HMP shall deliver to ComVest and
Medtronic an operating plan and budget reflecting the business
of HMP following the sale of Xxxxxx, including a detailed
description of the working capital needs of HMP and a proposal
for the use of the proceeds received by HMP from the sale of
Xxxxxx, after satisfying the payments required by HMP's
lender, Standard Federal Bank National Association, acting by
and through LaSalle Business Credit, Inc. ("LaSalle"). Such
operating plan and budget, together with the use of proceeds,
shall be subject to the approval of ComVest and Medtronic and
ratified by the Board of Directors of HMP.
2. HMP acknowledges and agrees that in the event the Board of
Directors of HMP fails to ratify the proposed use of proceeds
(as agreed to by ComVest and Medtronic), then such failure
shall constitute an Event of Default under the Note Purchase
Agreement, dated as of March 1, 2002, by and among HMP,
ComVest, Medtronic and the Additional Note Purchasers (as
defined therein); provided that in no event shall the proposed
use of proceeds presented to the Board of Directors result in
the amount of HMP's cash on hand being less than HMP's senior
debt outstanding after application of the proposed use of
proceeds.
ComVest Venture Partners, L.P.
Medtronic, Inc.
August 30, 2002
Page 2
Please execute below to indicate your agreement with the foregoing.
Sincerely,
Horizon Medical Products, Inc.
By: /s/ Xxxx Xxxxxxxx
--------------------------------
Name: Xxxx Xxxxxxxx
Title: President
AGREED AND ACCEPTED:
COMVEST VENTURE PARTNERS, L.P.
By: /s/ Xxxx Xxxxxxxx
-----------------------------------------
Name: Xxxx Xxxxxxxx
Title: Authorized Signatory
MEDTRONIC, INC.
By: /s/ Xxxxx Xxxxxxx Xxxxx
-----------------------------------------
Name: Xxxxx Xxxxxxx Xxxxx
Title: Authorized Signatory
