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EXHIBIT 10.19
AMENDMENT TO SECURITY AGREEMENT
THIS AMENDMENT, entered into as of July 31, 1997, by and among HORIZON
ACQUISITION CORP., a Georgia corporation ("HAC"); NEOSTAR HOLDING, INC., a
Delaware corporation and successor in interest through merger to Neostar Medical
Technologies, Inc., a Delaware corporation, ("Neostar"); XXXXXX X. XXXX
("Xxxx"); XXXXXX X. XXXXXX, XX ("Xxxxxx"); XXXXXXX X. XXXXX, as Trustee of the
Xxxxx Family Trust ("Xxxxx"); and XXXXX X. XXXXXXXXXXX ("Bronnenkant");
WHEREAS, the parties are parties to that certain Security Agreement
dated October 24, 1995 ("Security Agreement");
WHEREAS, the parties desire to amend the Security Agreement in the
manner hereinafter provided;
NOW, THEREFORE, in consideration for the agreements contained herein
and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties agree as follows:
1. Section 2 of the Security Agreement is hereby amendment by amending
and restating such Section 2 in its entirety as follows:
2. Indebtedness Secured. The Security Interest granted
by Debtor secures payment of any and all indebtedness and
liabilities of Debtor to the Secured Party pursuant to the Purchase
Price Note and the Non-Competition Agreements, as may be amended
from time to time by the parties thereto (the "Indebtedness").
2. Unless expressly amended herein, all other provisions in the
Security Agreement are hereby ratified and confirmed in all respects and shall
continue in full force and effect.
3. The Collateral described in the Security Agreement is located at
HAC's offices at Xxx Xxxxxxx Xxx, Xxxxxxxxxx, Xxxxxxx 00000.
4. This Amendment contains the entire agreement and understanding
between the parties respecting the subject matter hereof and supersedes all
prior and collateral agreements and understandings, regardless of form or
nature, between the parties respecting that subject matter. No extension,
amendment, modification, or supplement to this Amendment will be effective
unless made in writing signed by the parties hereto. This Amendment will be
binding on and inure to the benefit to the parties hereto and their respective
successors and assigns. This Amendment may be executed in multiple counterparts,
each of which will constitute an original, but all of which together will
constitute one and the same agreement. The validity, construction, and
enforcement of this Amendment and all matters related thereto or in connection
therewith will be governed by the laws of the State of Georgia.
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IN WITNESS WHEREOF, the parties hereto have duly executed this
Amendment as of the date first set forth above.
ATTEST: HORIZON ACQUISITION CORP.
/s/ [unreadable] By: /s/ [unreadable]
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Title: Secretary Title: President
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ATTEST: NEOSTAR HOLDING, INC.
By:/s/ Xxxxxx X. Xxxx
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Title: Title:
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/s/ Xxxxxx X. Xxxx
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Witness Xxxxxx X. Xxxx
/s/[unreadable] /s/ Xxxxxx X. Xxxxxx, XX
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Witness Xxxxxx X. Xxxxxx, XX
/s/ Xxxxxxx X. Xxxxx
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Witness Xxxxxxx X. Xxxxx, as Trustee of the
Xxxxx Family Trust
/s/ [unreadable] /s/ Xxxxx X. Xxxxxxxxxxx
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Witness Xxxxx X. Xxxxxxxxxxx